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05/13/2021 - Regular Agenda Packet - City CouncilCollege Station, TX Meeting Agenda City Council - Amended 1101 Texas Ave, College Station, TX 77840 Internet:  https://zoom.us/j/99795561409 Phone 888 475 4499 and Meeting ID: 997 9556 1409 May 13, 2021 4:00 PM City Hall Council Chambers College Station, TX Page 1 This meeting will offer  both  in­person and  remote participation following  both  the  City’s  Guidelines for in­person and virtual attendance as adopted May 13, 2021, and the speaker  protocol in the agenda. Capacity in Council Chambers is limited and those signing up to  speak will have reserved seating. In the event maximum capacity is reached citizens may  attend the meeting virtually as provided on the meeting agenda. The city uses a third­party  vendor to help host the meeting and if the call-in number is not functioning access will be  through the internet link only. 1.Call to Order. 2.Executive Session is  Closed  to  the  Public and  Will  Be  Held  in  the Administrative Conference Room. The Open Meeting Will Resume No Earlier Than 5:00 PM. Consultation With Attorney {Gov’t Code Section 551.071};  Possible action. The  City  Council  may  seek advice  from  its attorney  regarding  a  pending  or  contemplated litigation subject or settlement offer or attorney­client privileged information. Litigation  is an ongoing process and questions may arise as to a litigation tactic or settlement offer, which  needs to be discussed with the City Council. Upon occasion the City Council may need information  from its attorney as to the status of a pending or contemplated litigation subject or settlement offer or  attorney­client  privileged  information.  After  executive  session  discussion,  any final action  or vote  taken will be in public. The following subject(s) may be discussed.  Litigation  a.Kathryn A. Stever­Harper as Executrix for the Estate of John Wesley Harper v. City of College Station and Judy Meeks; No. 15,977­PC in the County Court No. 1, Brazos County, Texas.  b.McCrory Investments II, LLC d/b/a Southwest Stor Mor v. City of College Station; Cause No. 17- 000914­CV­361; In the 361st District Court, Brazos County, Texas. c.City of College Station v. Gerry Saum, Individually, and as Independent Executrix of the Estate of Susan M.  Wood,  Deceased;  Cause  No.  17­002742­CV­361;  In the  361st District  Court,  Brazos  County, Texas. d.City of College Station v. Brazos Re Investors Group, LLC. Cause No.612­CC; In the County Court at Law No. 1 of Brazos County, Texas. Legal Advice  a.Legal advice concerning conflicts of interest and other ethics requirements. Page 1 of 279  City Council Page 2 May 13, 2021 Personnel {Gov’t Code Section 551.074};  Possible action. The City Council may deliberate the appointment, employment, evaluation,  reassignment, duties, discipline, or dismissal of a public officer. After executive session discussion,  any final action or vote taken will be in public. The following public officer(s) may be discussed:  a. City Attorney b. City Manager c. Council Self-Evaluation Competitive Matters {Gov't Code Section 551.086);  Possible action. The City Council may deliberate, vote, or take final action on a competitive matter as  that term is defined in Gov't Code Section 552.133 in closed session. The following is a general  representation of the subject matter to be considered:  a. Power Supply  Economic Incentive Negotiations {Gov't Code Section 551.087};  Possible action. The City Council may deliberate on commercial or financial information that the City  Council has received from a business prospect that the City Council seeks to have locate, stay or  expand in or near the city which the City Council in conducting economic development negotiations  may deliberate on an offer of financial or other incentives for a business prospect. After executive  session discussion, any final action or vote taken will be in public. The following subject(s) maybe  discussed:  a. Economic incentives for potential projects located generally in the area southeast of the  intersection of Rock Prairie Road and State Highway 6 in College Station.    3.Reconvene from Executive Session and Take Action, if Any.        4.Pledge of Allegiance, Invocation, Consider Absence Request.     Speaker Protocol. An individual who wishes to address the City Council regarding any item on the agenda other than  those items posted for Executive Session shall register with the City Secretary two (2) hours prior to  the meeting being called to order. Individuals must register to speak or provide written comments at  https://forms.cstx.gov/Forms/CSCouncil or provide a name and phone number by calling 979-764- 3500. Upon being called to speak an individual must state their name and city of residence, including  the state of residence if the city is located out of state. Speakers are encouraged to identify their  College Station neighborhood or geographic location. Each speaker’s remarks are limited to three (3)  minutes. Any speaker addressing the Council through the use of a translator may speak for six (6)  minutes. At the (3) minute mark the City Secretary will announce that the speaker must conclude  their remarks.     5.Workshop Items.     5.1.Presentation, discussion, and possible action regarding a presentation of the Northgate District  Study and Operations Plan.  Sponsors:Debbie Eller  Attachments:None Page 2 of 279  City Council Page 3 May 13, 2021 5.2.Presentation, discussion, and possible action regarding the FY21 proposed debt issuance.   Sponsors:Mary Ellen Leonard  Attachments:None 5.3.Presentation, discussion, and possible action regarding options for the Lick Creek Hike and  Bike Trail crossing at Midtown Drive.  Sponsors:Emily Fisher  Attachments:None 5.4.Presentation, discussion, and possible action regarding an ordinance amending Chapter 6  Animals, Sections 1 and 12 regarding the sale of dogs and cats.   Sponsors:Chris Perkins  Attachments:1.CH 6 Animals Pet Store Ordinance    6.Presentation - Proclamations, Awards, and Recognitions.     6.1.Presentation proclaiming May 2nd through 8th, 2021 as Professional Municipal Clerks Week.  Sponsors:Tanya Smith  Attachments:1.2021 Muni Clerks Week  6.2.Presentation proclaiming the week of May 16th through 22nd, 2021 as National Public Works  Week.  Sponsors:Pete Caler  Attachments:1.210513 -- Public Works Week 6.3.Presentation proclaiming May 2021 as National Bike Month.  Sponsors:Venessa Garza  Attachments:1.Proclamation - National Bike Month    7.Hear Visitors.     During Hear Visitors an individual may address the City Council on any item which does not appear  on the posted agenda. The City Council will listen and receive the information presented by the  speaker, ask staff to look into the matter, or place the issue on a future agenda. Topics of operational  concern shall be directed to the City Manager.     8.Consent Items.     Presentation, discussion, and possible action on consent items which consist of ministerial or  "housekeeping" items as allowed by law. A Councilmember may request additional information at  this time. Any Councilmember may remove an item from the Consent Agenda for a separate vote.  Page 3 of 279  City Council Page 4 May 13, 2021 8.1.Presentation, discussion, and possible action of minutes for: • April 19, 2021 Special Meeting • April 22, 2021 Workshop Meeting • April 22, 2021 Regular Meeting  Sponsors:Tanya Smith   Attachments:1.SPW041921 DRAFT Minutes 2.WKSHP042221 DRAFT Minutes 3.RM042221 DRAFT Minutes 8.2.Presentation, discussion, and possible action on contract renewal 2 for the annual price  agreement of Equipment Rental for all City departments. The total recommended award is for  One Hundred Fifty Thousand and zero cents ($150,000) for the Annual Price Agreement for the  Rental of Equipment from Mustang Rental Services.   Sponsors:Mary Ellen Leonard  Attachments:1.19300386R2 Mustang Rental Services Renewal Ltr 032321 8.3.Presentation, discussion, and possible action regarding approval of the City’s Annual Price  Agreements for Electric Warehouse Inventory of Di Electric Switchgears with an estimated  annual expenditure in the amount not to exceed $2,351,155 awarded to Techline, Inc.   Sponsors:Mary Ellen Leonard  Attachments:1.21-037 Bid Award Di Electric Switchgears 8.4.Presentation, discussion, and possible action regarding a resolution directing the Tax Office to  calculate the voter-approved rate in the manner provided for a special taxing unit affected by a  disaster declaration.  Sponsors:Mary Ellen Leonard  Attachments:1.Resolution Disaster Calculation Option CAR 8.5.Presentation, discussion, and possible action to approve the provision of services by Global  Payments Direct, Inc. for Merchant Card and Credit Card Payment Processing Services by  approving Renewal No. 2 and Amendment No. 3 for a total estimated annual expenditure  amount of $365,000.  Sponsors:Mary Ellen Leonard  Attachments:1.17300033R2 AMD3 Global 8.6.Presentation, discussion, and possible action regarding the award of RFP 21-021, Electric  Underground Construction and Maintenance Services as Assigned for a total not to exceed  amount of $750,000 to the Infratech Corporation.  Sponsors:Timothy Crabb  Attachments:1.RFP 21-021 Ranking Summary 2.Contract is available for review in the City Secretary's Office Page 4 of 279 City Council Page 5 May 13, 2021 8.7.Presentation, discussion, and possible action on agreements with Kudelski Security, Inc. for the  annual IT penetration testing services for an amount not to exceed $90,210; on a three year  agreement with Kudelski Security, Inc. for  Security Operations Center (SOC) services not to  exceed $264,690, with both agreements totaling $354,900; and on a zero­dollar mutual non- disclosure agreement with Kudelski Security, Inc. Sponsors:Sindhu Menon Attachments:1.21300442 Kudelski Security Inc Red Team Engagement Final 4-28-21 2.21300517 Kudelski Security Inc MNDA 4­28­21 3.21300441 Kudelski Security Inc Falcon Complete Subscription Final 4­ 28-21 8.8.Presentation, discussion, and  possible  action  regarding  approval  of  the  City’s  Annual  Price  Agreements for Electric Warehouse Inventory of Distribution Conductor with estimated annual  expenditure in the amount not to exceed $1,264,275, awarded to Techline, Inc.  Sponsors:Mary Ellen Leonard Attachments:1.21­038 Bid Award CC 051321 8.9.Presentation, discussion, and possible action regarding the second lease amendment with JAR  Capital Investments, LLC, amending the original lease by extending the term for leased space  at 511 University Drive East. Sponsors:Brian Piscacek Attachments:1.16300284 A2 ­­ RF 8.10.Presentation, discussion, and possible action regarding a construction contract in the amount  of $143,576.80 with Brazos Paving, Inc. for the Northgate Bollard project. Sponsors:Emily Fisher Attachments:1.Bid Tabulation 2.Project Map 8.11.Presentation, discussion, and possible action regarding Change Order No. 1 in the amount of  $126,859.60  to  the  construction contract  with  Elliott Construction  for the Woodson Village  Rehabilitation project. Sponsors:Emily Fisher Attachments:1.Woodson Village Rehab Project Map 2.Change Order 1 Packet 8.12.Presentation, discussion, and possible  action regarding  Change  Order  No.  1  deducting  the  amount of $87,395.36 from the professional services contract with Freese and Nichols, Inc. for  the Lick Creek Trunkline Project. Sponsors:Emily Fisher Attachments:1.CO#1 (temp) with backup 9.Regular Items. During the Regular Items an individual may address the City Council on any Regular Item including  those items not posted for Public Hearing. For those items posted for a Public Hearing, if the City  Council needs additional information from the general public after the Public Hearing is closed some  limited comments may be allowed at the discretion of the Mayor.  Page 5 of 279  City Council Page 6 May 13, 2021 9.1.Presentation, discussion, and possible action regarding a request for financial support from  Unlimited Potential to purchase and rehabilitate the property at 1115 Anderson to be utilized as  a facility that would provide supportive services to young adults who have aged out of the foster  care system, to include mentoring, life skills development, and transitional housing.  Sponsors:Debbie Eller  Attachments:None 9.2.Presentation, discussion, and possible action regarding an appointment to the Brazos Valley  Economic Development Corporation.  Sponsors:Tanya Smith, Natalie Ruiz  Attachments:None 9.3.Presentation, discussion, and possible action regarding an ordinance amending Chapter 6,  Sec. 6-147 regarding keeping of fowl within the city limits.  Sponsors:Billy Couch  Attachments:1.Sec 6-147 Fowl Final 2.Sec 6-147 Fowl Redline 9.4.Presentation, discussion, and possible action regarding adoption of the 2021 Council Strategic  Plan.  Sponsors:Bryan Woods  Attachments:1.Council Strategic Plan 2021 2.Strategic Plan Proposed Changes 9.5.Presentation, discussion, and possible action regarding an ordinance consenting to and  extending the Mayor's renewal of a disaster declaration due to public health emergency.  Sponsors:Bryan Woods  Attachments:1.May 13 Disaster Declartion Renewal Ordinance    10.Council Calendar - Council May Discuss Upcoming Events.        11.Council Reports on Committees, Boards, and Commissions.  A Council Member may make a report regarding meetings of City Council boards and commissions  or meetings of boards and committees on which a Council Member serves as a representative that  have met since the last council meeting. (Committees listed in Coversheet)    12.Future Agenda Items and Review of Standing List of Council Generated Future Agenda  Items.     A Council Member may make a request to City Council to place an item for which no notice has been  given on a future agenda or may inquire about the status of an item on the standing list of council  generated future agenda items. A Council Member’s or City Staff’s response to the request or inquiry  will be limited to a statement of specific factual information related to the request or inquiry or the  recitation of existing policy in response to the request or inquiry. Any deliberation of or decision about  the subject of a request will be limited to a proposal to place the subject on the agenda for a  subsequent meeting.     13.Adjourn.  Page 6 of 279 City Council Page 7 May 13, 2021 The City council may adjourn into Executive Session to consider any item listed on the agenda if a  matter is raised that is appropriate for Executive Session discussion.  I certify that the above Notice of Meeting was posted on the website and at College Station City Hall,  1101 Texas Avenue, College Station, Texas, on May 10, 2021 at 10:30 a.m. This  building  is  wheelchair  accessible.  Persons  with  disabilities  who  plan  to  attend  this meeting    and    who    may    need    accommodations,    auxiliary    aids,    or    services    such    as interpreters,   readers,  or  large  print  are  asked  to  contact  the  City  Secretary’s  Office  at  (979) 764­3541,  TDD   at  1­800­735­2989,  or  email  adaassistance@cstx.gov  at  least  two  business days  prior  to  the   meeting   so   that   appropriate  arrangements   can   be   made.   If   the   City   does  not   receive   notification  at  least  two  business  days  prior  to  the  meeting,  the  City  will  make  a reasonable  attempt to provide the necessary accommodations. Penal Code § 30.07. Trespass by License Holder with an Openly Carried Handgun. "Pursuant  to  Section  30.07,  Penal  Code  (Trespass  by  License  Holder  with  an  Openly  Carried     Handgun)     A     Person     Licensed     under     Subchapter     H,     Chapter     411,  Government   Code   (Handgun   Licensing   Law),   may   not   enter   this   Property   with   a  Handgun that is Carried Openly."  Codigo Penal § 30.07. Traspasar Portando Armas de Mano al Aire Libre con Licencia. “Conforme  a  la  Seccion  30.07 del  codigo  penal  (traspasar  portando  armas  de  mano al    aire   libre   con   licencia),   personas   con   licencia   bajo   del   Sub-Capitulo   H,   Capitulo  411,  Codigo  de  Gobierno  (Ley  de  licencias  de  arma  de  mano),  no  deben  entrar  a  esta  propiedad portando arma de mano al aire libre.”  City Secretary Page 7 of 279 May 13, 2021 Item No. 5.1. Northgate Study & Operations Plan Study and and Operations Seven proposals included in the Page 8 of 279 Sponsor:Debbie Eller, Director of Community Services Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding a presentation of the Northgate District Study and Operations Plan. Relationship to Strategic Goals: Financial Sustainability, Core Services & Infrastructure, Diverse & Growing Economy, Improving Mobility Recommendation(s): Staff recommends Council receive a presentation regarding the Northgate District Study and Operations Plan and provide feedback on implementation items. Summary: Funding for the Northgate District Study and Operations Plan was included in the FY2018 budget. Seven proposals were received in response to an RFP released in January 2019. WGI (Big Red Dog) was selected as the consultant. This presentation will provide City Council with an overview of the scope of the project, issues identified to be included in the study, and resulting implementation items and recommendations made by the consultant team. The plan is available for review in the City Secretary's Office and at the following link: Budget & Financial Summary: Attachments: None https://www.cstx.gov/UserFiles/Servers/Server_12410832/File/Departments/ CommServ/2020MobilityStudyandOperationsPlan.pdf May 13, 2021 Item No. 5.2. FY21 proposed debt issuance Sponsor:Mary Ellen Leonard, Director of Fiscal Services Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding the FY21 proposed debt issuance. Relationship to Strategic Goals: Good Governance Financial Sustainability Core Services & Infrastructure Improving Mobility Sustainable City Recommendation(s): Staff recommends the City Council receive the information and provide any direction regarding the proposed FY21 debt issuance. Summary: Staff will present the status of the proposed FY21 debt issuance and the proposed issuance parameters. Staff will discuss some options related to changes in the FY21 debt issuance. The ordinances related to the parameters for issuance of certificates of obligation, series 2021 are scheduled to be brought to Council for approval on June 10, 2021. Budget & Financial Summary: Staff has strategically evaluated the impact of the series 2021 Certificates on the City’s ability to meet debt service requirements and the effect they may have on the ad valorem tax rate. Project savings and rescheduling have resulted in a change in the parameters as originally budgeted. The recommendation is to move forward with this issuance with the revised parameters that will be presented. The impact on the tax rate and utility rates has been reviewed based on the most current information and will continually be reviewed as part of budget preparation. Attachments: None Page 9 of 279 May 13, 2021 Item No. 5.3. Midtown Drive crossing options Sponsor:Emily Fisher, Assistant Director of Public Works Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding options for the Lick Creek Hike and Bike Trail crossing at Midtown Drive. Relationship to Strategic Goals: 1. Core Services and Infrastructure. 2. Improving Mobility. Recommendation(s): Staff recommend that Council receive the presentation. Summary: This presentation will present options for the Lick Creek hike and bike trail at Midtown Drive. The underpass crossing opened in 2019. Since then, there has been an increase in silt deposits on the trail underneath the bridge. Staff has researched various options to improve or move the crossing and the associated costs. Budget & Financial Summary: N/A Attachments: None Page 10 of 279 May 13, 2021 Item No. 5.4. Sales of dogs or cats by pet shops in the City limits. Sponsor:Chris Perkins Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding an ordinance amending Chapter 6 Animals, Sections 1 and 12 regarding the sale of dogs and cats. Relationship to Strategic Goals: Good governance Recommendation(s): Provide direction to staff. Summary: This item was requested by Council at the February 11th meeting. The proposed ordinance would prohibit pet stores from selling dogs and cats unless they were obtained from a city or county animal shelter or rescue organization. Budget & Financial Summary: None. Attachments: 1.CH 6 Animals Pet Store Ordinance Page 11 of 279 Ordinance Form 8-14-17 ORDINANCE NO. _____ AN ORDINANCE AMENDING CHAPTER 6, “ANIMALS,” ARTICLE I, “IN GENERAL,” SECTION 6-1 “DEFINITIONS” AND SECTION 6-12, “SALE OF ANIMALS” OF THE CODE OF ORDINANCES OF THE CITY OF COLLEGE STATION, TEXAS, BY AMENDING CERTAIN SECTIONS RELATING TO THE SALE OF ANIMALS; PROVIDING A SEVERABILITY CLAUSE; DECLARING A PENALTY; AND PROVIDING AN EFFECTIVE DATE. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEGE STATION, TEXAS: PART 1:That Chapter 6, “Animals,” Article 1, “In General,” Section 6-1 “Definitions” and Section 6-12, “Sale of Animals” of the Code of Ordinances of the City of College Station, Texas, be amended as set out in Exhibit “A” attached hereto and made a part of this Ordinance for all purposes. PART 2:If any provision of this Ordinance or its application to any person or circumstances is held invalid or unconstitutional, the invalidity or unconstitutionality does not affect other provisions or application of this Ordinance or the Code of Ordinances of the City of College Station, Texas, that can be given effect without the invalid or unconstitutional provision or application, and to this end the provisions of this Ordinance are severable. PART 3:That any person, corporation, organization, government, governmental subdivision or agency, business trust, estate, trust, partnership, association and any other legal entity violating any of the provisions of this Ordinance shall be deemed guilty of a misdemeanor, and upon conviction thereof shall be punishable by a fine of not less than twenty five dollars ($25.00) and not more than five hundred dollars ($500.00) or more than two thousand dollars ($2,000) for a violation of fire safety, zoning, or public health and sanitation ordinances, other than the dumping of refuse. Each day such violation shall continue or be permitted to continue, shall be deemed a separate offense. PART 4:This Ordinance is a penal ordinance and becomes effective ten (10) days after its date of passage by the City Council, as provided by City of College Station Charter Section 35. Page 12 of 279 ORDINANCE NO._____Page 2 of 3 Ordinance Form 8-14-17 PASSED, ADOPTED and APPROVED this _______ day of _________________, 20__. ATTEST:APPROVED: __________________________________________________________ City Secretary Mayor APPROVED: _______________________________ City Attorney Page 13 of 279 ORDINANCE NO._____Page 3 of 3 Ordinance Form 8-14-17 EXHIBIT A That Chapter 6, “Animals,” Article 1, “In General,” Section 6-1 “Definitions” of the Code of Ordinances of the City of College Station, Texas, is hereby amended by adding and is to read as follows: Sec. 6-1 - Definitions Animal Rescue Organization means a non-profit organization incorporated under the laws of any state, exempt from federal taxation under Section 501(c)(3) of the federal Internal Revenue Code, as amended, and whose principal purposes include preventing animal cruelty, rescuing sick, injured, abused, neglected, unwanted, abandoned, orphaned, lost, or displaced animals and adopting animals to responsible persons. This term does not include any organization breeding animals, located on the site of an animal breeder, has employees working for an animal breeder, receives other forms of payment that are not monetary, or facilitates the sale of animals obtained from an animal breeder. Pet Shop or Store means a brick-and-mortar retail store where animals are kept, sold, or offered for sale on premises. This term includes any owner, operator, agent, or employee. An animal rescue organization or animal shelter is not a pet shop or store. That Chapter 6, “Animals,” Article 1, “In General,” Section 6-12, “Sale of Animals” of the Code of Ordinances of the City of College Station, Texas, is hereby amended to read as follows: Sec. 6-12 – Sale of Animals a. Pet Shop or Store. A pet shop or store shall not sell lease, offer for sale, trade, give away or otherwise transfer a dog or cat, unless the animal was obtained from a city or county animal shelter or an animal rescue organization. 1.The pet shop or store must post on the enclosure for each dog or cat offered for sale the name, address, and contact information of the animal shelter or animal rescue organization from which the animal was obtained. 2.The pet shop or store must retain for at least three (3) years after a sale of a dog or cat, documentation stating where the animal was obtained and amount paid for the animal. b. Outdoor Sales. Except as may be allowed pursuant to other applicable law, the outdoor sale of animals is prohibited. Page 14 of 279 May 13, 2021 Item No. 6.1. 52nd Annual Professional Municipal Clerks Week Sponsor:Tanya Smith, City Secretary Reviewed By CBC:N/A Agenda Caption:Presentation proclaiming May 2nd through 8th, 2021 as Professional Municipal Clerks Week. Relationship to Strategic Goals: Good Governance Recommendation(s): Council should receive the proclamation. Summary: This May 2 through 8, 2021 will be the 52nd Annual Professional Municipal Clerks Week. Initiated in 1969 by IIMC and endorsed by all of its members throughout the United States, Canada and 15 other countries, the week is a time of celebration and reflection on the importance of the Clerk’s office. In 1984, President Ronald Reagan signed a proclamation that officially declared Municipal Clerks Week the first full week of May. In 1994 and 1996, President Bill Clinton also signed proclamations confirming Municipal Clerks Week. Budget & Financial Summary: None. Attachments: 1.2021 Muni Clerks Week Page 15 of 279 Proclamation Whereas, the Office of the Municipal Clerk, a time honored and vital part of local government exists throughout the world, and; Whereas, the Office of the Municipal Clerk is the oldest among public servants, and; Whereas, the Office of the Municipal Clerk provides the professional link between the citizens, the local governing bodies and agencies of government at other levels, and; Whereas, Municipal Clerks have pledged to be ever mindful of their neutrality and impartiality, rendering equal service to all, and; Whereas, the Municipal Clerk serves as the information center on functions of local government and community, and; Whereas, Municipal Clerks continually strive to improve the administration of the affairs of the Office of the Municipal Clerk through participation in education programs, seminars, workshops and the annual meetings of their state, provincial, county and international professional organizations, and; Whereas, it is most appropriate that we recognize the accomplishments of the Office of the Municipal Clerk. Now, Therefore, I, Karl Mooney, Mayor of College Station and on half of the City Council, do here by proclaim the week of May 2 through May 8, 2021, as Municipal Clerks Week and further extend appreciation to all Municipal Clerks for the vital services they perform and their exemplary dedication to the communities they represent. IN TESTIMONY WHEREOF, I have hereunto set my hand and caused to be affixed the seal of the City of College Station, Texas this 13th day of May 2021. Karl Mooney Mayor Attest: Tanya Smith City Secretary Page 16 of 279 May 13, 2021 Item No. 6.2. Presentation proclaiming Public Works Week Sponsor:Pete Caler, Assistant Director of Public Works Reviewed By CBC:City Council Agenda Caption:Presentation proclaiming the week of May 16th through 22nd, 2021 as National Public Works Week. Relationship to Strategic Goals: Core Services and Infrastructure Diverse Growing Economy Improving Mobility Sustainable City Recommendation(s): Summary: Budget & Financial Summary: Attachments: 1.210513 -- Public Works Week Page 17 of 279 Proclamation WHEREAS, public works services provided in our community are an integral part of our citizens’ everyday lives; and WHEREAS, the support of an understanding and informed citizenry is vital to the efficient operation of public works systems and programs such as streets, public buildings, transportation, and solid waste collection; and WHEREAS, the health, safety, and comfort of this community greatly depends on these facilities and services; and WHEREAS, the quality and effectiveness of these facilities, as well as their planning, design, and construction, are vitally dependent upon the efforts and skill of public works officials; and WHEREAS, the efficiency of the qualified and dedicated personnel who staff public works departments is materially influenced by the people’s attitude and understanding of the importance of the work they perform. NOW, THEREFORE, I, Karl P. Mooney, by virtue of the authority vested in me as Mayor of the City of College Station, Texas, do hereby proclaim the week of May 16th through 22nd, 2021 as National Public Works Week and call upon all citizens and civic organizations to acquaint themselves with the issues involved in providing our public works and to recognize the contributions which public works officials make every day to our health, safety, comfort, and quality of life. IN TESTIMONY WHEREOF, I have hereunto set my hand and caused to be affixed the seal of the City of College Station, Texas this 13th day of May 2021. Karl P. Mooney Mayor Attest: Tanya Smith City Secretary Page 18 of 279 May 13, 2021 Item No. 6.3. Presentation proclaiming May 2021 as National Bike Month Sponsor:Venessa Garza Reviewed By CBC:City Council Agenda Caption:Presentation proclaiming May 2021 as National Bike Month. Relationship to Strategic Goals: Improving Mobility Sustainable City Recommendation(s): Summary: Budget & Financial Summary: Attachments: 1.Proclamation - National Bike Month Page 19 of 279 Proclamation WHEREAS, riding a bike is an environmentally sound form of transportation and an excellent form of recreation; and WHEREAS, College Station encourages the increased use of the bicycle, benefiting all citizens by fostering physical and mental health, improving air quality, and reducing traffic congestion; and WHEREAS, the education of bicyclists and motorists as to the proper and safe operation of bicycles is important to ensure the safety and comfort of all road users; and WHEREAS, College Station is nationally recognized as a Bronze Level Bicycle Friendly Community, as designated by the League of American Bicyclists, reflecting the City’s commitment to make College Station a vibrant, multi-modal community. NOW, THEREFORE, I, Karl P. Mooney, by virtue of the authority vested in me as Mayor of the City of College Station, Texas, do hereby proclaim May 2021 as National Bike Month and encourage all citizens to try bicycling as a sensible mode of transportation and recreation and urge road users to share the road safely with bicyclists. IN TESTIMONY WHEREOF, I have hereunto set my hand and caused to be affixed the seal of the City of College Station, Texas this 13th day of May 2021. Karl P. Mooney Mayor Attest: Tanya Smith City Secretary Page 20 of 279 May 13, 2021 Item No. 8.1. Council Minutes Sponsor:Tanya Smith, City Secretary Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action of minutes for: • April 19, 2021 Special Meeting • April 22, 2021 Workshop Meeting • April 22, 2021 Regular Meeting Relationship to Strategic Goals: Good Governance Recommendation(s): Approval Summary: N/A Budget & Financial Summary: None Attachments: 1.SPW041921 DRAFT Minutes 2.WKSHP042221 DRAFT Minutes 3.RM042221 DRAFT Minutes Page 21 of 279 SPW041921 Minutes Page 1 MINUTES OF THE CITY COUNCIL SPECIAL MEETING CITY OF COLLEGE STATION APRIL 19, 2021 STATE OF TEXAS § § COUNTY OF BRAZOS § Present: Karl Mooney, Mayor Council: Bob Brick John Crompton Linda Harvell Elizabeth Cunha John Nichols Dennis Maloney City Staff: Bryan Woods, City Manager Jeff Capps, Deputy City Manager Carla Robinson, City Attorney Tanya Smith, City Secretary Ian Whittenton, Deputy City Secretary 1. Call to Order and Announce a Quorum is Present With a quorum present, the Special Meeting of the College Station City Council was called to order by Mayor Mooney at 4:01 p.m. on Monday, April 19, 2021 in the Council Chambers of the City of College Station City Hall, 1101 Texas Avenue, College Station, Texas 77840. 2. Special Agenda. 2.1. Public Hearing, presentation, discussion, and possible action regarding Ordinance No. 2021-42 amending Appendix A, “Unified Development Ordinance,” Section 1.10 “Transitional Provisions,” Section 3.3 “Zoning Map Amendment (Rezoning),” Section 4.1 “Establishment of Districts,” and Section 5.11 “Single-Family Overlay Districts” of the Code of Ordinances of the City of College Station, Texas, regarding the Restricted Occupancy Overlay (ROO). Case# ORDA2021-000003. Alyssa Halle-Schramm, Planning and Development, stated that the City Council requested that City staff draft a Restricted Occupancy Overlay (ROO) ordinance and associated handbook that would allow single-family property owners the option to request an overlay zoning restricting occupancy to no more than two unrelated persons. City staff developed a draft ordinance, conducted multiple rounds of public input, presented that input to the Planning & Zoning Commission and City Council, and revised the draft based on guidance provided by the City Council at their March 11, 2021 Workshop. Page 22 of 279 SPW041921 Minutes Page 2 The ROO ordinance language necessitated a few text amendments to the Neighborhood Conservation Ordinance (NCO) language within Section 5.11 of the Unified Development Ordinance to account for the addition of a new ROO zoning. These amendments to the NCO language are minor in scope and not substantive changes to the NCO provisions. At their workshop, a majority of City Councilmembers provided direction to proceed with developing the draft ROO ordinance. A majority of the Council preferred “50% plus one” as the required percentage of property owners needed to sign the petition in support of a ROO zoning application. Council also gave direction to draft a legacy clause (also known as “grandfathering”) that would permit existing occupancy levels to continue in a subdivision that successfully gets a ROO and would set parameters for what necessitates those properties needing to come into compliance with the ROO occupancy restrictions. Staff created a ROO Process Handbook to assist neighborhoods through the overlay zoning process. The handbook outlines the responsibilities of both the neighborhood and the City and includes checklists and templates for items such as the rezoning petition, neighborhood meeting agendas, and meeting minutes. The handbook will serve as a procedural guide for citizens and City staff and will be available for download from the City website but will not be adopted by Council. Mrs. Halle-Schramm presented a summary of changes and potential options for the council to consider: 5.11.D.1.c.2. The Petition Committee may shall consist of property owners of platted single-family development from the original subdivision. Two Options for 5.11.D.1.e.6.c. --- Note: They’re currently leaning for option two here. OPTION 1: UDO 5.11.D.1.e.6.c. The nonconforming use changes or occupancy increases. Decreases in the nonconforming use occupancy levels existing at the time a ROO is adopted shall not be an indication of abandonment as specified in 9.2.C. “Abandonment,” or cause a loss of the legal nonconforming use status; or OPTION 2: UDO 5.11.D.1.e.6.c. The nonconforming use changes or occupancy increases. Decreases in the nonconforming use occupancy levels below four unrelated persons shall not be an indication of abandonment as specified in 9.2.C. “Abandonment”, or cause a loss of the legal nonconforming use status; or The Planning & Zoning Commission heard this item at their April 15, 2021 regular meeting, where they voted 4-3 to recommend approval. Staff also recommends approval. At 5:14 p.m., the Mayor recessed the Special meeting. Section Change 1.10 – Transitional Provisions Adds ROO as a New District 3.3 – Zoning Map Amendment ROO rezoning application requirements 4.1 – Establishment of Districts Adds ROO to list of zoning districts 5.11 – Single Family Overlay Districts ROO standard and legacy clause Page 23 of 279 SPW041921 Minutes Page 3 The Special meeting reconvened at 5:37 p.m. At approximately 5:37 p.m., Mayor Mooney opened the Public Hearing. Jeff Leatherwood, College Station, stated that he represents a concerned group of citizens as well as the president of the local MLS, here to express that he believes Council has no real understanding about potential impacts of the ROO. He believes that there should be an Economic Impact study done before considering this ordinance. Donald Deere, College Station, came before Council to express his concerns with the proposed ROO ordinance. Mr. Deere stated that the current Legacy Clause and interplay with Section 9.2 of UDO is a mess and the Legacy right would be lost forever if any of the following occurs for more than 3 months: renting to a family, leaving vacant for allowed alteration/renovation or changes from 4 to 3 or from 3 to 4 unrelated tenants. Changing between 3 and 4, or between family and students is not simply a choice, but a response to market conditions. He believes that the “use” that is “grandfathered” should be based on rental vs. owner occupancy. Carly Oldag, College Station, stated that she is a student and representing the student body who is against the proposed ROO ordinance. She read a resolution that was passed by the student body against the ROO and feels students feel less valued as citizens because of this proposed ordinance. Elianor Vessali, College Station, came before Council to express her disappointment in the Council for bringing this forward, citing how discriminatory and exclusionary this ordinance is. She believes that the council is ignoring the voters and working to deny owners their property rights. Ms. Vessali also stated she believes that the ROO will discriminate against individuals and restrict their ability to live where they choose in the community. Kurt Fisher, College Station, stated that the ROO denies equality for different households under the law based on relation and marital status. He argues that if four individual renters live in a house on the left and four related individuals live in the house to the right, aren’t they all citizens? This is an attack against renters and unrelated individuals and the ROO turns a blind eye to problems created by some owners and traditional families. Fred Dupriest, College Station, stated that he supports the ROO in the alternative version presented and requests that the “legacy clause” to be the same as the occupancy recorded on the date of record. Charles Vesperman, College Station, believes that those who oppose or are attempting to delay the ROO do so on the basis of personal financial gain and not care for the community. Andrew Scottsboro, College Station, supports the ROO even though he is a renter. He stated that the single-family home he rents for his family is surrounded by students who are not interested in living and enjoying the climate of a single-family neighborhood but instead treat the neighborhood as temporary housing for their college experience. Kathryn Lindsay, College Station, believes that this tool will allow neighborhoods a mechanism to protect themselves from investors and being turned into rental communities. Page 24 of 279 SPW041921 Minutes Page 4 Robert McGeachin, College Station, stated that he is a longtime resident who has seen the character of his neighborhood changed by rentals. He believes that the ROO could be a tool to help protect newer neighborhoods and he would have been pleased to have such a tool to protect his neighborhood. Charles White, College Station, stated he is not in favor of the ROO for many of the reasons mentioned. He also believes that even if passed the grandfathering clause is unclear and needs some work. Diana Wood, College Station, believes that the ROO can protect homeowners and their investments by preventing a rental housing bubble. She stated that students do have protected housing because many complexes will not rent to families. Kirk Edney, College Station, stated he has lived here for over 20 years and he has seen his neighborhood transition to a rental community over time and the neighborhood has suffered. He believes the ROO could be used by neighborhoods to control their future. Jacob McFarland, College Station, supports the ROO and stated that he first lived here as a student and later returned to live several years after graduation only to find that the rental market had changed. He cited the removal of older homes and dividing of lots and building smaller homes, changing the character of neighborhoods. Jessica Williams, College Station, opposes the ROO and believes that most of the citizens do as well. She stated that she does not feel like opponents of the ROO and students are respected by the council. David Higdon, College Station, supports this ordinance and stated that bringing this forward has shown that the council is willing to do what is right in the face of strong opposition. He believes that it could protect neighborhoods against profit driven investors. Steven Strong, College Station, stated that he opposes this item believes that it will be overly restrictive to those wishing to rent their properties. He would like the occupancy examined as he believes it is flawed and too dependent upon consistent occupancy. Shirley Dupriest, College Station, stated that she would like to echo David Higdon’s remarks and thanked the council for considering this ordinance. Kyle Bryant, College Station, supports the ROO based on maintaining reasonable real-estate prices and making those homes available to lower income families. He believes the realtors opposed this based on profit alone. Liana Vincent, College Station, stated that she lives in an area already protected but wants to support the ROO based on allowing others to the enjoy the protections she enjoys. Gwen Howerton, College Station, opposes this ordinance based on living in this community for several years and stating that the current rental market is already inflated. This will likely make it worse. Page 25 of 279 SPW041921 Minutes Page 5 Linda Lee, College Station, stated she recently bought a home and is for the ROO to protect neighborhoods against overcrowding. She stated that she is not against students but believes that overcrowding neighborhoods is a safety issue. Aadith Thiruvallarai, College Station, believes that this ordinance is against students and will have a negative impact on marginal and non-standard family structures. Keerthana Rameshbabu, College Station, stated she is a student and believes that the ROO is a massive government overreach. She believes it is discriminatory, makes neighbors suspicious, and will only increase rental prices. Nan Crouse, College Station, supports the ROO even though her neighborhood already enjoys the protections that she lives under. This would give neighborhoods the ability to invoke the protections she enjoys and thus attract more families to the community. Patricia McDermott, College Station, encourages the council to pass the ROO and support neighborhoods. She believes that this would bring balance to the community and should be strongly enforced. Katie Ruffino, College Station, stated that a petition online has over 4000 signatures and this has been strongly opposed by the citizens, but the council still pushes this forward. She believes the the current grandfather clause is flawed and would change uses between leases, thus not making it ineffective in protecting the current use. Virgia Thomas, College Station, supports the ROO as a mechanism to protect homeowners from inflated values and taxes. Amy DuBose, College Station, represents a collation who oppose this ROO and stated that an online petition has gathered more than 4000 signatures in opposition. Rachel Smith, College Station, believes that the ROO is not anti-student but in support of citizens who call College Station their permanent home. Helena MacCrossan, College Station, stated that she opposes the ROO based on allowing people to choose where they live, mostly in the future when many of the homes have lost their grandfathering. Carlo Chunga, College Station, stated he is a student, immigrant, and 16-year resident who could not have lived in any of the places he has under a ROO. He believes it discriminatory and will make people prejudice against neighbors who do not fit their picture of a family. Eric Mendoza, College Station, is a student who opposes the ROO and supports the comments of the student body chair and the resolution read on behalf of the student body. Lisa Halperin, College Station, thanked the City Council for listening to the residents in the older parts of College Station and offering us the opportunity to use a ROO. She stated that this type of protection is offered in many other college towns, such as San Marcos, and is one tool to project neighborhoods. Page 26 of 279 SPW041921 Minutes Page 6 Zachary Freedom, College Station, stated he opposes the ROO and that it dismisses a large portion of the population in favor of a minority. He believes that a more inclusive solution should be sought by council. Frey Miller, College Station, stated that this item is about housing and that the ROO is not to be confused with other issues. He believes that this item is discriminatory and will fail to provide affordable housing to a vulnerable portion of the community. There being no comments, the Public Hearing was closed at 7:50 p.m. At 7:50 p.m., the Mayor recessed the Special meeting. The Special meeting reconvened at 7:59 p.m. MOTION: A motion was made by Councilmember Nichols and a second by Councilmember Maloney to adopt the proposed Ordinance No. 2021-4259 with the following modifications: 1. In sec. 5.11.D.1.c.(2) change the term “may” to “shall”; 2. Add the following language to sec. 5.11.D.1.d.: “Accessory living quarter requirements are further specified in UDO sec 6.5 “Accessory Uses” within the standards for “Living Quarters”: 3. Add the following language to sec. 5.11.D.1.e.6.c: - “Decreases in the nonconforming use occupancy levels existing at the time a ROO is adopted shall not be an indication of abandonment as specified in sec. 9.2.C. “Abandonment”, or cause a loss of the legal nonconforming use status” 4. Add subsection (e) to sec. 5.11.D.1.e.6. to add the language: “The termination of registration with the City’s Rental Registration program”; and 5. In sec. 5.11.D.2.a remove the language “while balancing the need for redevelopment of vacant or underutilized properties.” (AMENDED) MOTION: Upon a motion made by Councilmember Crompton and a second by Councilmember Harvell, the Council voted seven (7) for and none (0) opposed, to amend the motion on the floor to modify the language “Add the following language to sec. 5.11.D.1.e.6.c: - “Decreases in the nonconforming use occupancy levels existing at the time a ROO is adopted shall not be an indication of abandonment as specified in sec. 9.2.C. “Abandonment”, or cause a loss of the legal nonconforming use status” to “Add the following language to sec. 5.11.D.1.e.6.c: - “Decreases in the nonconforming use occupancy levels below four unrelated persons shall not be an indication of abandonment as specified in sec. 9.2.C. “Abandonment”, or cause a loss of the legal nonconforming use status.” The motion to amend carried unanimously. The Council voted five (5) for and two (2) opposed, with Mayor Mooney and Councilmember Cunha voting against, to adopt the ordinance as amended. The amended motion carried. 3. Adjournment. There being no further business, Mayor Mooney adjourned the Special Meeting of the College Station City Council at 9:08 p.m. on Monday, April 19, 2021. ________________________ Karl Mooney, Mayor ATTEST: Page 27 of 279 SPW041921 Minutes Page 7 _______________________ Tanya Smith, City Secretary Page 28 of 279 WKSHP042221 Minutes Page 1 MINUTES OF THE CITY COUNCIL WORKSHOP VIA TELECONFERENCE CITY OF COLLEGE STATION APRIL 22, 2021 STATE OF TEXAS § § COUNTY OF BRAZOS § Present: Karl Mooney, Mayor Council: Bob Brick John Crompton Linda Harvell Elizabeth Cunha John Nichols Dennis Maloney City Staff: Bryan Woods, City Manager Jeff Capps, Deputy City Manager Carla Robinson, City Attorney Tanya Smith, City Secretary Ian Whittenton, Deputy City Secretary 1. Call to Order and Announce a Quorum is Present With a quorum present, the Workshop of the College Station City Council was called to order by Mayor Mooney via Teleconference at 3:30 p.m. on Thursday, April 22, 2021, in the Council Chambers of the City of College Station City Hall, 1101 Texas Avenue, College Station, Texas 77840. 2. Executive Session In accordance with the Texas Government Code §551.071-Consultation with Attorney, §551.074- Personnel, and §551.086-Competitive Matters, the College Station City Council convened into Executive Session at 3:31 p.m. on April 22, 2021, in order to continue discussing matters pertaining to: A. Consultation with Attorney to seek advice regarding pending or contemplated litigation, to wit: Kathryn A. Stever-Harper as Executrix for the Estate of John Wesley Harper v. City of College Station and Judy Meeks; No. 15,977-PC in the County Court No. 1, Brazos County, Texas; and McCrory Investments II, LLC d/b/a Southwest Stor Mor v. City of College Station; Cause No. 17-000914-CV-361; In the 361st District Court, Brazos County, Texas City of College Station v. Gerry Saum, Individually, and as Independent Executrix of the Estate of Susan M. Wood, Deceased; Cause No. 17-002742-CV-361; In the 361st District Court, Brazos County, Texas Page 29 of 279 WKSHP042221 Minutes Page 2 City of College Station v. Brazos Re Investors Group, LLC. Cause No.612CC; In the County Court at Law No. 1 of Brazos County, Texas. B. Consultation with attorney to receive legal advice; to wit: Legal advice concerning the expiration of non-annexation agreements Legal advice regarding electric utility and Winter Storm Uri. C. Deliberation on the appointment, employment, evaluation, reassignment, duties, discipline, or dismissal of a public officer; to wit: City Manager Council Self-Evaluation City Attorney D. Deliberation on a competitive matter as that term is defined in Gov’t Code Section 552.133; to wit: Power Supply Executive Session recessed at 6:21 p.m. 3. Reconvene from Executive Session and take action, if any. No vote or action was taken in Executive Session. 4. Workshop Agenda 4.1 Presentation, discussion, and possible action regarding a 2021 update to the City Council Strategic Plan. Bryan Woods, City Manager, stated that the 2021 update to the Council Strategic Plan has been prepared in accordance with Council discussion and direction at the Council Retreat held on February 5, 2021. The proposed plan includes some modifications to reflect Council priorities and includes FY22 strategies under each of the goal areas. 2021 Strategic Planning Process Council Retreat held February 5, 2021 The City Council Strategic Plan: o Identifies shared priorities and goals o Provides a cohesive framework for the annual budget process o Highlights our community vision, mission statement, and core values Proposed plan includes: o Modifications to reflect Council priorities; and o Draft FY 22 strategies under each of the goal areas Staff are seeking further direction on Council’s strategic areas of focus Proposed FY 22 Strategic Initiatives Good Governance Evaluate the existing boards and commissions to supplement city efforts for outreach and guidance. Strengthen partnerships with TAMU and the TAMU System and identify ways for further collaboration. Enhance volunteer engagement to promote safe and successful activities and events. Page 30 of 279 WKSHP042221 Minutes Page 3 Financial Sustainability Ensure the proper application of all applicable sales tax revenues as online retail growth continues. Respond effectively to the operational and fiscal challenges related to the COVID-19 pandemic. Core Services & Infrastructure Identify potential partnerships to provide “quality of life” amenities. Support local transit authority operations. Neighborhood Integrity Support proactive solutions to neighborhood concerns or issues. Examine prospective scenario from the adopted 10-Year Comprehensive Plan Evaluation & Appraisal Report and its effect on neighborhood redevelopment Diverse & Growing Economy Expand and enhance broadband internet services. Pursue investments in tourism and hospitality, encouraging business growth and visitor stays. Promote the College Station brand. Develop and promote signature events, features, and venues for residents and visitors. Improving Mobility Expand multi-modal alternatives to mitigate increasing traffic congestion. Promote a well-connected system of residential streets. Sustainable City Encourage investments in publicly owned land to benefit future generations of residents and visitors. Efficiently utilize existing resources for significant short- and medium-term impact, leading to long-term value. Examine ways to utilize co-production for service delivery. Council directed staff to bring back after Council reviews the information given at this meeting for discussion. 4.3 Presentation, discussion, and possible action regarding the restoration of trails in Lick Creek Park following the Lick Creek Trunk Line Project. Emily Fisher, Assistant Director Capital Projects, stated that the Lick Creek Trunkline project installed over 11,000 linear feet of sanitary sewer from the Lick Creek Wastewater Treatment Plant to WD Fitch. The project is complete, and the trails within Lick Creek Park that were disturbed have been restored. This presentation provided information regarding the restoration, including what has been done to date and what will be complete in the future months. Lick Creek Trunkline Project 48–54 inch wastewater pipe from plant to WD Fitch to increase capacity and condition of pipe; parallel to existing pipe Project began on May 9, 2019; completion December 10, 2020 Page 31 of 279 WKSHP042221 Minutes Page 4 Additional Amenities Staff is scheduled to install additional amenities throughout the trail system: o 8 new maps and trail markers o 8 benches and trashcans One year warranty from contractor to address project related items. Steve Wright, Director of Parks and Recreation also provided information on rest area placement, status of replanting trees, and overall plan for trees and other vegetation. 5. Council Calendar Council reviewed the calendar. 6. Discussion, review, and possible action regarding the following meetings: Animal Shelter Board, Arts Council of Brazos Valley, Architectural Advisory Committee, Audit Committee, Bicycle, Pedestrian, and Greenways Advisory Board, Bio-Corridor Board of Adjustments, Brazos County Health Dept., Brazos Valley Council of Governments, Brazos Valley Economic Development Corporation, Bryan/College Station Chamber of Commerce, Budget and Finance Committee, BVSWMA, BVWACS, Census Committee Group, Compensation and Benefits Committee, Comprehensive Plan Evaluation Committee, Experience Bryan- College Station, Design Review Board, Economic Development Committee, Gulf Coast Strategic Highway Coalition, Historic Preservation Committee, Interfaith Dialogue Association, Intergovernmental Committee, Joint Relief Funding Review Committee, Landmark Commission, Library Board, Metropolitan Planning Organization, Operation Restart, Parks and Recreation Board, Planning and Zoning Commission, Research Valley Technology Council, Regional Transportation Committee for Council of Governments, Sister Cities Association, Spring Creek Local Government Corporation, Transportation and Mobility Committee, TAMU Student Senate, Texas Municipal League, Walk with the Mayor, YMCA, Zoning Board of Adjustments, (Notice of Agendas posted on City Hall bulletin board.) Councilmember Harvell reported on the joint meeting between the BPG and the Transportation Committee. Councilmember Nichols reported on the Chamber Transportation Committee and BVSWMA. Mayor Mooney reported on BVEDC, TML, and Walk with the Mayor. 7. Adjournment There being no further business, Mayor Mooney adjourned the Workshop of the College Station City Council at 7:14 p.m. on Thursday, April 22, 2021. ________________________ Karl Mooney, Mayor ATTEST: _______________________ Tanya Smith, City Secretary Page 32 of 279 RM042221 Minutes Page 1 MINUTES OF THE REGULAR CITY COUNCIL MEETING VIA TELECONFERENCE CITY OF COLLEGE STATION APRIL 22, 2021 STATE OF TEXAS § § COUNTY OF BRAZOS § Present: Karl Mooney, Mayor Council: Bob Brick John Crompton Linda Harvell Elizabeth Cunha John Nichols Dennis Maloney City Staff: Bryan Woods, City Manager Jeff Capps, Deputy City Manager Carla Robinson, City Attorney Tanya Smith, City Secretary Ian Whittenton, Deputy City Secretary 1. Call to Order and Announce a Quorum is Present and Pledge of Allegiance, Invocation, consider absence request. With a quorum present, the Regular Meeting of the College Station City Council was called to order by Mayor Mooney via Teleconference at 7:20 p.m. on Thursday, April 22, 2021, in the Council Chambers of the City of College Station City Hall, 1101 Texas Avenue, College Station, Texas 77840. 2. Hear Visitors Comments No one spoke at this time. 3. Presentation, possible action and discussion on items listed on the consent agenda. No items were pulled for discussion. 4. CONSENT AGENDA 4.1. Presentation, possible action, and discussion of minutes for: April 8, 2021 Regular Meeting Page 33 of 279 RM042221 Minutes Page 2 4.2. Presentation, discussion, and possible action on approving a change order for a Joint Use Pole Attachment Audit with TechServ Consulting and Training, LTD in the amount of $5,445.37. 4.3 Presentation, discussion, and possible action regarding the extension of non-annexation development agreements entered into in 2011, for properties in the Wellborn area. 4.4 Presentation, discussion, and possible action regarding the first amendment to the Signal Performance Measure contract with Iteris Inc. adding Velocity Cloud System hosting service. 4.5 Presentation, discussion, and possible action regarding Ordinance No. 2021-4260 amending Chapter 38, "Traffic and Vehicles", Article VI, “Traffic Schedules”, Section 38-1003, “Traffic Schedule III, Stop Signs” and presentation, discussion, and possible action regarding Ordinance No. 2021-4261 amending Chapter 38, "Traffic and Vehicles", Article VI, “Traffic Schedules”, Section 38-1004, “Traffic Schedule IV, Yield Signs". MOTION: Upon a motion made by Councilmember Harvell and a second by Councilmember Brick the City Council voted seven (7) for and none (0) opposed, to approve the Consent Agenda. The motion carried unanimously. 5. REGULAR AGENDA 5.1 Public Hearing, presentation, discussion, and possible action adopting Resolution No. 04- 22-21-5.1 to approve an application to the U. S. Department of Housing and Urban Development for a loan through the Section 108 Loan Guarantee Program for LULAC Oak Hill Apartments Rehabilitation Project. Debbie Eller, Community Services Director, stated that at the February 11, 2021, City Council directed staff to move forward with an application to the U. S. Department of Housing and Urban Development for a Section 108 Loan to provide funding to LULAC Oak Hill Apartments for a complete rehabilitation project. The Section 108 program is a provision of the Community Development Block Grant (CDBG) program and allows Entitlement Communities to borrow up to five times their current annual grant amount. Future CDBG allocations guarantee the loan. Section 108 loans can be used as a source of financing for economic development, housing rehabilitation, public facilities, and infrastructure. Mrs. Eller explained that LULAC Oak Hill Apartments was developed originally through the Section 202 Supportive Housing for the Elderly program. Therefore, 100% of the residents are at or below 50% of the area median income. Residents must also be 62 years of age or older. Therefore, this activity meets the objective of assisting LMI residents and the goal identified in the 2020 - 2024 Consolidated Plan of addressing Rental Housing - Rehabilitation for Special Needs populations. At approximately 7:37 p.m., Mayor Mooney opened the Public Hearing. There being no comments, the Public Hearing was closed at 7:37 p.m. MOTION: Upon a motion made by Councilmember Brick and a second by Councilmember Maloney, the City Council voted seven (7) for and none (0) opposed, to adopt Resolution No. 04-22- 21-5.1 to approve an application to the U. S. Department of Housing and Urban Development for a Page 34 of 279 RM042221 Minutes Page 3 loan through the Section 108 Loan Guarantee Program for LULAC Oak Hill Apartments Rehabilitation Project. The motion carried unanimously. 5.2 Presentation, discussion, and possible action regarding Resolution No. 04-22-21-5.2 approving a Chapter 380 Economic Development Agreement between the City of College Station, Texas, and Costco Wholesale Corporation. Regular Items 5.2 and 5.3 were presented together. 5.3 Presentation, discussion, and possible action approving a Property Purchase Agreement between the City of College Station and Costco Wholesale Corporation for an approximately 18.670-acre tract of land located generally near the intersection of Earl Rudder Freeway and Corporate Drive in the Midtown Business Park. Natalie Ruiz, Economic Development Director, stated that item 5.3 is a Property Purchase Agreement relating to Costco purchasing undeveloped land to build and operate one of its stores in College Station. There is also an Economic Development Agreement on tonight’s agenda that is conditioned upon the property being purchased by Costco. At a future council meeting there will be a Participation Agreement to be entered into between the parties relating to the shared costs of constructing needed infrastructure serving both the Costco tract and other nearby areas of Midtown Business Park. The Resolution adopting the Economic Development Agreement with Costco referenced in the item 5.4 works together with the agreement in item 5.3 to encompass the terms with Costco to develop a new 160,000 square foot facility at the City-owned Midtown Business Park. Mrs. Ruiz also provided a summary of both the real estate contract and economic development agreement. Costco will purchase approximately 19 acres, construct a new 160,000 square foot facility, construct required infrastructure on and off site and must open for business by December 31, 2023. In exchange, the City is selling the property at a discounted price and will reimburse Costco for development-related permit fees. The discounted price includes a credit of 5% off the purchase price to Costco at closing. The City is to establish deed restrictions on remaining city property in the immediate area that’s 10 acres or larger prohibiting another similar retailer from locating in the vicinity. (5.2 & 5.3) MOTION: Upon a motion made by Councilmember Maloney and a second by Councilmember Harvell, the City Council voted seven (7) for and none (0) opposed, to adopt Resolution No. 04-22-21-5.2 approving a Chapter 380 Economic Development Agreement between the City of College Station, Texas, and Costco Wholesale Corporation and to approve a Property Purchase Agreement between the City of College Station and Costco Wholesale Corporation for an approximately 18.670-acre tract of land located generally near the intersection of Earl Rudder Freeway and Corporate Drive in the Midtown Business Park. The motion carried unanimously. 5.4 Presentation, discussion, and possible action regarding the Rental Registration Program and proposed fee structure. Debbie Eller, Community Services Director, stated that at the January 14th City Council meeting, staff presented an overview of the Rental Registration program and a fee analysis. The Council directed staff to research additional information and develop a proposed fee structure. Additional Information: Page 35 of 279 RM042221 Minutes Page 4 Number of Active Properties (as of December): 2015 – 5,340 2019 – 8,735 2016 – 8,274 2020 – 8,873 2017 – 8,344 2021 – 8,930 (as of 4/20/2021) 2018 – 8,196 Failure to Register 2016 – 9 2019 – 21 2017 – 8 2020 – 2 2018 – 19 Net New Rentals Annually 2016 – 1,914 2019 – 1,135 2017 – 1,071 2020 – 747 2018 – 1,135 Rental Property Ownership Change 2018 – 359 2020 – 402 2019 – 898 2021 – 155 (as of 4/20/2021) Revert from Rental from Rental to Owner Occupied 2019 – 134 2020 – 158 Considerations: Increase fee to move towards full fee support $60.00 one-time with approval of Updated Fee Resolution to take effect 10/01/2021 (60.4% Full Fee Support) Annual Fee Analysis with Budget preparation Non-compliance would be a Civil Penalty 30 days to register “By Civil penalty of not less than $25 and not more than $500” 31 – 45 Days - $25 61 – 75 Days - $75 46 – 60 Days - $50 76 or More Days - $100 At approximately 8:41 p.m., Mayor Mooney opened for Citizens Comments. Brad Corrier, College Station, stated that this is a solution that will turn into a problem, when you raise a fee, you’re raise the cost of rental homes. He expressed to Council that if we are to enforce fees, we need to enforce them equally on homeowners and rentals. Donald Deere, College Station, stated that the cost estimate only helps code enforcement funding at the expense of rental properties. This is not equally distributed because owner occupied homes are not subject to this fee but can violate code just as easily. Justin Lopez, College Station, stated that the Apartment Association understands that City Services comes at a cost, but $100 is excessive. He explained that with all that this city has gone through and people are still not paying rent because of COVID, this is not the time to raise fees. Elianor Vessali, College Station, stated that she echoes the comments that have already been made. Additionally, she is concerned that part of this fee is being used to track down unregistered rentals by penalizing registrants which are complying. Page 36 of 279 RM042221 Minutes Page 5 Charles Barr, College Station, stated that the current one-time fee of $15 is inadequate to cover the costs of the City’s Rental Registration Program and should be increased. Such an increase should be used to cover the costs of administration and allow the hiring of additional personnel to provide more effective enforcement of rental-related codes. There being no comments, the Citizens Comments was closed at 8:56 p.m. MOTION: Upon a motion made by Councilmember Nichols and a second by Councilmember Maloney, the City Council voted seven (7) for and none (0) opposed, to approve Rental Registration Program and proposed fee structure as presented. The motion carried unanimously. 5.5 Presentation, discussion, and possible action regarding a professional services contract with Kirksey Architects, Inc. in the amount of $149,000 for the Design of 1207 Texas Avenue Renovation Project. Emily Fisher, Assistant Director Capital Projects, stated that this contract is for architect design services for the building at 1207 Texas Avenue, also known as the current Human Resources and Facilities Maintenance building. Human Resources will be moving into the new city hall once completed this fall. Furthermore, Facilities Maintenance will be moving into a new shop under design currently, located at the Public Works Operations center on William King Cole behind the municipal courts building. Once they move in Spring of 2022, we will begin work on renovating the building to provide office space and event space for the new Tourism department. Mrs. Fisher stated that Kirksey Architects, Inc. was chosen to complete the design because they are the current architect for the new city hall and can help maintain design consistencies among the two buildings. The design, once further along, will be presented to the Architectural Advisory Committee as well as Council. Construction is scheduled to start in spring of 2022 and complete by the end of 2022. A budget in the amount of $250,000 is currently appropriated for this project in the Hotel Occupancy Tax Fund. Nothing has been expended or committed to date, leaving a balance of $250,000 for this design contract and related expenses. MOTION: Upon a motion made by Councilmember Crompton and a second by Councilmember Nichols, the City Council voted seven (7) for and none (0) opposed, to approve a professional services contract with Kirksey Architects, Inc. in the amount of $149,000 for the Design of 1207 Texas Avenue Renovation Project. The motion carried unanimously. 5.6 Presentation, discussion, and possible action on Resolution No. 04-22-21-5.6 expressing opposition to the proposed Senate Bill 10 and similar legislation in the 87th Texas Legislature to restrict the ability of local governments to advocate for their communities. Brian Piscacek, Assistant to the City Manager, stated that this item was requested at the April 8, 2021, City Council meeting to be brought back by staff for Council consideration. The 87th Texas Legislature is well underway and will adjourn May 31, 2021. One bill under consideration is Senate Bill 10 (SB 10), which was filed by Senator Paul Bettencourt on March 10, 2021. SB 10 proposes to prohibit a city or county from spending public funds to directly or indirectly influence or attempt to influence the outcome of any legislation pending before the legislature. As such, it would significantly impact the City's ability to advocate for our community while adding financial costs and operational complexities. SB 10 is just one of several items of legislation aimed at limiting local government Page 37 of 279 RM042221 Minutes Page 6 influence in Austin. As of today, SB 10 has been favorably voted out of the Senate and has moved to the House for their consideration. Proposed Resolution of Opposition The City Council opposes Senate Bill 10, Senate Bill 234, and House Bill 749, all of which propose to limit the authority for local communities to effectively lobby to the legislature for their interests The City Council agrees that these services enhance City leaders’ ability to better understand legislative developments, focus on the most essential issues impacting citizens and businesses, and communicate efficiently with elected representatives, House & Senate leadership, and other agencies MOTION: Upon a motion made by Councilmember Harvell and a second by Councilmember Maloney, the City Council voted seven (7) for and none (0) opposed, to approve Resolution No. 04- 22-21-5.6 expressing opposition to the proposed Senate Bill 10 and similar legislation in the 87th Texas Legislature to restrict the ability of local governments to advocate for their communities. The motion carried unanimously. 5.7 Presentation, discussion, and possible action regarding a return to in-person City Council meetings and adoption of guidelines for in-person and virtual (hybrid) meetings. Bryan Woods, City Manager, stated that during the early days of the COVID-19 pandemic, Texas Governor Greg Abbott suspended various provisions of the Texas Open Meetings Act pursuant to his state disaster authority. As a result, governmental bodies such as city councils could provide a videoconferencing alternative to in-person meetings. Governor Abbott's disaster declaration remains in effect through today. The City Council has met via internet teleconference (Zoom) since the onset of the pandemic, beginning with a Special Meeting held on March 23, 2020. This item is to provide the City Council an opportunity to discuss a return to conduct in an in-person City Council meetings. Guidelines for In-Person Attendance The Council Chambers and lobby area will be sanitized before and after each meeting. There will be one main ingress/egress to Council Chambers and lobby area. Signage will direct visitors to the appropriate entrance. The Council Chambers will be open to the public 30 minutes before the beginning of the posted meeting. Hand sanitizer will be readily available at various locations. Limited seating will be available in accordance with CDC guidelines for social distancing. Physical reminders will remind attendees of the appropriate distancing. In the event maximum capacity is reached, the City may provide additional seating. If additional seating is not available, overflow may attend the meeting virtually as provided in these guidelines. Those attending the meeting in person should wear a face covering over mouth and nose while in City Hall except when speaking during their allotted time. MOTION: Upon a motion made by Councilmember Maloney and a second by Councilmember Nichols, the City Council voted seven (7) for and none (0) opposed, to approve a return to in-person City Council meetings and adoption of guidelines for in-person and virtual (hybrid) meetings. The motion carried unanimously. Page 38 of 279 RM042221 Minutes Page 7 6. Presentation, discussion, and possible action on future agenda items and review of standing list of Council generated agenda items: A Council Member may inquire about a subject for which notice has not been given. A statement of specific factual information or the recitation of existing policy may be given. Any deliberation shall be limited to a proposal to place the subject on an agenda for a subsequent meeting. No future agenda items were discussed. 7. Adjournment. There being no further business, Mayor Mooney adjourned the Regular Meeting of the City Council at 9:50 p.m. on Thursday, April 22, 2021. ________________________ Karl Mooney, Mayor ATTEST: ___________________________ Tanya Smith, City Secretary Page 39 of 279 May 13, 2021 Item No. 8.2. Contract renewal 2 for the annual price agreement of Equipment Rental for all City departments. The total recommended award is for One Hundred Fifty Thousand and zero cents ($150,000.00) for the Annual Price Agreement for the Rental of Equipment from Mustang Rental Services. Sponsor:Mary Ellen Leonard, Director of Fiscal Services Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action on contract renewal 2 for the annual price agreement of Equipment Rental for all City departments. The total recommended award is for One Hundred Fifty Thousand and zero cents ($150,000) for the Annual Price Agreement for the Rental of Equipment from Mustang Rental Services. Relationship to Strategic Goals: Core Services and Infrastructure Recommendation(s): Staff recommends City Council approve the contract renewal for Mustang Rental Services for Equipment Rental for all City Departments, in the amount not to exceed $150,000. Summary: On April 11, 2019, Item 2D, City Council awarded the Annual Price Agreement to Mustang Rental Services for an amount not to exceed $150,000 for the rental of Equipment for all City Departments. Upon Council approval of this second and last contract renewal, a blanket order will be issued to Mustang Rental Services for the period of one year, with a not to exceed amount of $150,000. This is the last renewal of a possible three-year contract. Budget & Financial Summary: Funds are budgeted and available in the various operating Fund Budgets. Attachments: 1.19300386R2 Mustang Rental Services Renewal Ltr 032321 Page 40 of 279 CONTRACT & AGREEMENT ROUTING FORM CONTRACT#: _______ PROJECT#: _________ BID/RFP/RFQ#: _______ Project Name / Contract Description: _____________________________________________________ ____________________________________________________________ Name of Contractor: ____________________________________________________________ CONTRACT TOTAL VALUE: $ _________________ Grant Funded Yes No If yes, what is the grant number: Debarment Check Yes No N/A Davis Bacon Wages Used Yes No N/A Section 3 Plan Incl. Yes No N/A Buy America Required Yes No N/A Transparency Report Yes No N/A NEW CONTRACT RENEWAL # _____ CHANGE ORDER # _____ OTHER ______________ BUDGETARY AND FINANCIAL INFORMATION (Include number of bids solicited, number of bids received, funding source, budget vs. actual cost, summary tabulation) ___________________________________________________________________________________________ ___________________________________________________________________________________________ (If required)* CRC Approval Date*: __________ Council Approval Date*: ____________ Agenda Item No*: ______ --Section to be completed by Risk, Purchasing or City Secretary’s Office Only— Insurance Certificates: ______ Performance Bond: ________ Payment Bond: ________ Info Tech: _______ SIGNATURES RECOMMENDING APPROVAL __________________________________________ _________________________________ DEPARTMENT DIRECTOR/ADMINISTERING CONTRACT DATE __________________________________________ _________________________________ LEGAL DEPARTMENT DATE __________________________________________ _________________________________ ASST CITY MGR – CFO DATE APPROVED & EXECUTED __________________________________________ _________________________________ CITY MANAGER DATE __________________________________________ _________________________________ MAYOR (if applicable) DATE __________________________________________ _________________________________ CITY SECRETARY (if applicable) DATE Page 41 of 279 PO Box 9960 1101 Texas Avenue College Station, TX 77842 www.cstx.gov March 23, 2021 ATTN: Mr. Lance Feldhousen Mustang Rental Services 8206 W State Highway 21 Bryan TX 77807 RE: Contract# 19300386, Renewal #2 Equipment Rental Dear Mr. Feldhousen, The City of College Station appreciates the equipment and services provided by Mustang Rental, this past year. We would like to exercise our option to renew the above referenced agreement for the term of May 14, 2021 through May 13, 2022 with a contract amount of One Hundred Fifty Thousand, and 00/100 dollars ($150,000). This is the second and last of two possible renewal for this contract. If this meets your company’s approval, please confirm your intent to renew this contract by return email to rforsyth@cstx.gov, no later than March 31, 2021. Attachment Page 42 of 279 CONTRACT # 19300386, Renewal #2 ACCEPTANCE By signing herewith, I acknowledge and agree to renew Contract# 19300386R2 for Equipment Rental as needed, in accordance with all terms and conditions previously agreed to and accepted for an amount not to exceed One Hundred Fifty Thousand Dollars and no cents ($150,000). I understand this renewal term will be for the period beginning May 14, 2021 through May 13, 2022. This is the second and last of two possible renewals for this contract. MUSTANG RENTAL SERVICES CITY OF COLLEGE STATION By: By: Printed Name: City Manager Title: Date: ________________ Date: APPROVED: City Attorney Date: _____________ Asst. City Manager/CFO Date: _____________ Page 43 of 279 Page 44 of 279 Page 45 of 279 Page 46 of 279 Page 47 of 279 Page 48 of 279 The ACORD name and logo are registered marks of ACORD CERTIFICATE HOLDER © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) AUTHORIZED REPRESENTATIVE CANCELLATION DATE (MM/DD/YYYY)CERTIFICATE OF LIABILITY INSURANCE LOCJECTPRO-POLICY GEN'L AGGREGATE LIMIT APPLIES PER: OCCURCLAIMS-MADE COMMERCIAL GENERAL LIABILITY PREMISES (Ea occurrence)$DAMAGE TO RENTED EACH OCCURRENCE $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ $RETENTIONDED CLAIMS-MADE OCCUR $ AGGREGATE $ EACH OCCURRENCE $ UMBRELLA LIAB EXCESS LIAB DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) INSRLTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)LIMITS PERSTATUTE OTH-ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT $ $ $ ANY PROPRIETOR/PARTNER/EXECUTIVE If yes, describe under DESCRIPTION OF OPERATIONS below (Mandatory in NH) OFFICER/MEMBER EXCLUDED? WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED HIRED AUTOS NON-OWNEDAUTOSAUTOS AUTOS COMBINED SINGLE LIMIT BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE $ $ $ $ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSD ADDL WVD SUBR N / A $ $ (Ea accident) (Per accident) OTHER: THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: INSURED PHONE(A/C, No, Ext): PRODUCER ADDRESS:E-MAIL FAX(A/C, No): CONTACTNAME: NAIC # INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : INSURER(S) AFFORDING COVERAGE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 3/23/2021 Bowen, Miclette & Britt Insurance Agency, LLC 1111 N. Loop West, Suite 400 Houston TX 77008 Tayley Abrahams 713-880-7100 713-880-7166 tabrahams@bmbinc.com Liberty Insurance Corp 42404 MUSTANGMAC Liberty Mutual Fire Ins Co 23035Mustang Machinery Company, LLC dba Mustang Cat 12800 Northwest Freeway Houston TX 77040 Liberty Surplus Ins Corp 10725 Great American Ins Co 16691 910393550 A X 2,000,000 X 300,000 0 2,000,000 2,000,000 X X Y Y TB7691012083280 7/1/2020 7/1/2021 2,000,000 B 2,000,000 X Y Y AS2691012083330 7/1/2020 7/1/2021 C X 5,000,000 X Y Y 100035000101 5,000,000 7/1/2020 7/1/2021 A N Y WA769D012083740 7/1/2020 7/1/2021 X 1,000,000 1,000,000 1,000,000 D 2nd Layer Excess Liability Y Y TUE0099131406 7/1/2020 7/1/2021 Per Occurrence Aggregate 5,000,000 5,000,000 The following policy provisions and/or endorsements form part of the policies of insurance represented by this certificate of insurance. The terms contained in the policies and/or endorsements supersede the representations made herein. Electronic copies of the policy provisions and/or endorsements listed below are available by emailing: certificates@bmbinc.com General Liability: Blanket additional insured premises and operations per form #CG 2010 04/13 and CG 2011 0413 (Lessor) Blanket additional insured products and completed operations per form #CG 2037 04/13 Blanket waiver of subrogation per form #CG 2404 0509 See Attached... City of College Station Risk Management Department PO Box 9960 College Station TX 77842-9960 Page 49 of 279 ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: MUSTANGMAC 1 1 Bowen, Miclette & Britt Insurance Agency, LLC Mustang Machinery Company, LLC dba Mustang Cat 12800 Northwest Freeway Houston TX 77040 25 CERTIFICATE OF LIABILITY INSURANCE Blanket primary/non-contributory per form #CG2001 04/13 Automobile: Blanket additional insured per form #CA 2048 10/13 Blanket waiver of subrogation per form #CA 0444 10/13 Blanket primary/non-contributory per form #AC 84 23 08/11 Worker’s Compensation: Blanket waiver of subrogation per form #WC 42 03 04 B Blanket Alternate Employer per form #WC 00 03 01 04/84 Excess Liability: Blanket additional insured per form #101XS 0300 Blanket waiver of subrogation per form #231 XS 01 13 Blanket primary/non-contributory per form #187XS 0300 2ND Layer Excess Liability: Blanket additional insured per form #TAU9500 11/97 Blanket waiver of subrogation per form #TAU9500 11/97 Blanket primary/non-contributory per form #TAU9999 11/97 Certificate Holder includes: City of College Station, its officers, agents, volunteers and employees Page 50 of 279 Policy Number: TB7691012083280 Effective Date: 7/1/2020 – 7/1/2021 Page 51 of 279 Policy Number: TB7691012083280 Effective Date: 7/1/2020 – 7/1/2021 Page 52 of 279 Policy Number: TB7691012083280 Effective Date: 7/1/2020 – 7/1/2021 Page 53 of 279 Policy Number: TB7691012083280 Effective Date: 7/1/2020 – 7/1/2021 Page 54 of 279 Policy Number: TB7691012083280 Effective Date: 7/1/2020 – 7/1/2021 Page 55 of 279 Policy Number: AS2691012083330 Effective Date: 7/1/2020 – 7/1/2021 Page 56 of 279 Policy Number: AS2691012083330 Effective Date: 7/1/2020 – 7/1/2021 Page 57 of 279 Policy Number: AS2691012083330 Effective Date: 7/1/2020 – 7/1/2021 Page 58 of 279 WA769D012083740 7/1/2020 Page 59 of 279 Policy Number: 100035000101 Effective Date: 7/1/2020 – 7/1/2021 Page 60 of 279 Policy Number: 100035000101 Effective Date: 7/1/2020 – 7/1/2021 Page 61 of 279 Policy Number: 100035000101 Effective Date: 7/1/2020 – 7/1/2021 Page 62 of 279 Policy Number: 100035000101 Effective Date: 7/1/2020 – 7/1/2021 Page 63 of 279 Excess Insurance Policy 231-XS (Ed. 01 13) 1 1 LIBERTY SURPLUS INSURANCE CORPORATION (A New Hampshire Stock Insurance Company, hereinafter the "Insurer") ENDORSEMENT NO. 23 Named Insured: Mustang Machinery Company, Ltd. Policy Number: 1000350001-01 Effective Date: 07/01/2019 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF SUBROGATION In the event of any payment under this policy for a “loss” for which you have waived the right of recovery in a written contract entered into prior to the “loss”, we hereby agree to also waive our right of recovery. This waiver shall only apply with respect to a “loss” occurring due to operations undertaken as per the specific contract in which you w aived the right of recovery. This endorsement does not change any other provision of the policy. Policy Number: 100035000101 Effective Date: 7/1/2020 – 7/1/2021 Page 64 of 279 Policy Number: 100035000101 Effective Date: 7/1/2020 – 7/1/2021 Page 65 of 279 Policy Number: TB7691012083280 Effective Date: 7/1/2020 – 7/1/2021 Page 66 of 279 Policy Number: AS2691012083330 Effective Date: 7/1/2020 – 7/1/2021 Page 67 of 279 WA769D012083740 7/1/2020 Page 68 of 279 May 13, 2021 Item No. 8.3. City’s Annual Price Agreements for Electric Warehouse Inventory of Di Electric Switchgears with an estimated annual expenditure in the amount not to exceed $2,351,155 awarded to Techline, Inc. Sponsor:Mary Ellen Leonard, Director of Fiscal Services Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding approval of the City’s Annual Price Agreements for Electric Warehouse Inventory of Di Electric Switchgears with an estimated annual expenditure in the amount not to exceed $2,351,155 awarded to Techline, Inc. Relationship to Strategic Goals: Core Services and Infrastructure Financial Sustainability Recommendation(s): Staff recommends award of the annual price agreement with Techline for $2,351,155. This is a contract estimate and within past fiscal year’s history for city-wide electrical warehouse needs. Summary: Staff issued Bid #21-037 on March 8, 2021, for Electric Di Electric Switchgears, and the Bid was opened on March 26, 2021. Three (3) sealed proposals were received and were reviewed by Electric Staff to ensure the compliance of needed specifications. The award for Electric Di Electric Switchgears will be for a one-year (1) price agreement with an option to renew two (2) additional one (1) year contracts. Upon Council approval, staff will issue a blanket contract to each vendor, to be used by Electric Warehouse throughout the year. Budget & Financial Summary: Funds are available and budgeted within the Electrical Fund. Various projects may be expensed as supplies are pulled from inventory and issued to staff. Attachments: 1.21-037 Bid Award Di Electric Switchgears Page 69 of 279 21-037 BID AWARD FOR DI ELECTRIC SWITCHGEARS Line #Description QTY UOM Unit Extended Unit Extended Unit Extended A-1 Pad-Mounted Solid Dielectric Switchgear, (2) Source (2) Load ways with Front and Back Access, 15 kV, 95 kV BIL.30 ea 50,805.00$ 1,524,150.00$ -$ -$ 68,638.00$ 2,059,140.00$ A-2 Pad-Mounted Solid Dielectric Switchgear, (3) Source (1) Load ways with Front and Back Access, 15 kV, 95 kV BIL.15 ea 43,240.00$ 648,600.00$ -$ -$ 57,613.00$ 864,195.00$ A-3 Pad-Mounted Solid Dielectric Switchgear, (4) Source ways with Front and Back Access, 15 kV, 95 kV BIL.5 ea 35,681.00$ 178,405.00$ 56,125.00$ 280,625.00$ 48,543.00$ 242,715.00$ GRAND TOTALS $2,351,155.00 $280,625.00 $3,166,050.00 Delivery KBS ELECTRICAL DIST.TCHLINE, INC.TEXAS ELECTRIC COOP 24-26 Weeks 25 Weeks28 Weeks BID#21-037 AWARD 4/1/20214:47 PMPage 70 of 279 May 13, 2021 Item No. 8.4. Resolution directing the Tax Office to calculate the voter-approved rate in the manner provided for a special taxing unit affected by a disaster declaration. Sponsor:Mary Ellen Leonard, Director of Fiscal Services Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding a resolution directing the Tax Office to calculate the voter-approved rate in the manner provided for a special taxing unit affected by a disaster declaration. Relationship to Strategic Goals: Good Governance Financial Sustainability Sustainable City Recommendation(s): Staff recommends the City Council approve the resolution directing the Tax Office to calculate the voter-approved rate in the manner provided for a special taxing unit as the City of College Station is affected by a disaster declaration. Summary: On July 9, 2020, College Station adopted a resolution under section 26.04 (c-1) of the Tax Code, in response to Governor Abbott’s 2020 disaster declaration related to COVID-19. Under section 26.04 (c-1) the calculation will continue until the earlier of “(1) the second tax year in which the total taxable value of property taxable by the taxing unit as shown on the appraisal roll for the taxing unit submitted by the assessor for the taxing unit to the governing body exceeds the total taxable value of property taxable by the taxing unit on January 1 of the tax year in which the disaster occurred; or (2) the third tax year after the tax year in which the disaster occurred.” As the disaster declaration is still in place in 2021, College Station may continue to rely on that calculation. In addition, on February 12, 2021, Governor Abbott issued an additional disaster declaration related to Severe Winter Weather in Texas. As the COVID-19 disaster has been declared for over a year, staff is recommending that a second resolution related to both the 2020 disaster declaration related to COVID-19 as well as the 2021 disaster declaration related to the winter storm be filed with the Tax Office to preserve the flexibility related to the option to calculate the voter-approved rate in the manner provided for a special taxing unit affected a disaster declaration. Budget & Financial Summary: Staff will continually evaluate the known and projected impacts of COVID-19 as well as Winter Storm Uri on the City’s FY21 and FY22 proposed budget as well as the strategic five-year financial plan thru FY26. The Proposed FY22 Budget is scheduled to be presented to City Council and available to the public on July 8, 2021. Page 71 of 279 Attachments: 1.Resolution Disaster Calculation Option CAR Page 72 of 279 RESOLUTION NO. xxxx A RESOLUTION TO AUTHORIZE THE BRAZOS COUNTY TAX OFFICE TO CALCULATE THE VOTER-APPROVAL TAX RATE IN THE MANNER PROVIDED FOR A SPECIAL TAXING UNIT (8 PERCENT) AS THE CITY OF COLLEGE STATION IS LOCATED IN AN AREA DECLARED A DISASTER AREA PURSUANT TO SECTION 26.04(C-1) OF THE TEXAS TAX CODE WHEREAS, on March 13, 2020, the Governor of the State of Texas declared a state of disaster in Brazos County pursuant to State Law based on the global coronavirus (COVID-19) pandemic, and such declaration is effective to date; and WHEREAS, on February 12, 2021, the Governor of the State of Texas declared a state of disaster in Brazos County pursuant to State Law based on the severe winter weather posed by Winter Storm Uri; and WHEREAS, the City of College Station has experienced a significant economic downturn caused by the global COVID-19 pandemic; and WHEREAS, the City of College Station has experienced a significant economic downturn caused by Winter Storm Uri; and WHEREAS, Section 26.04(c-1) of the Texas Tax Code provides that the governing body of a taxing unit located in an area declared to be a disaster area by the Governor or by the president of the United States may direct the designated officer of the City to calculate the voter-approval tax rate in the manner provided for a special taxing unit (8 percent); and WHEREAS, on July 9, 2020, the City Council of the City of College Station adopted Resolution No. 07- 09-20-4.4 directing the Brazos County Tax Office to calculate the voter-approval tax rate for tax year 2020 in the manner provided for a special taxing unit (8 percent); and WHEREAS, the Governor extended the March 13, 2020, disaster declaration into the tax year 2021 and declared a disaster based on Winter Storm Uri in the tax year 2021; and WHEREAS, the Brazos County Tax Office is the designated officer of the City. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF COLLEGE STATION, TEXAS: 1. That the City of College Station, hereby requests, in accordance with Section 26.04(c-1) of the Texas Tax Code, that the Brazos County Tax Office calculate the voter-approval tax rate for tax year 2021 in the manner provided for a special taxing unit at 8 percent. 2. That this resolution shall take effect immediately from and after its passage in accordance with the provisions of the Charter of the City of College Station, and it is accordingly so resolved. 3. That this Resolution shall become effective immediately upon adoption. APPROVED AND ADOPTED at a Regular City of College Station City Council Meeting, this XX day of XX, 2021. Page 73 of 279 ATTEST:CITY OF COLLEGE STATION City Secretary Mayor City Attorney Page 74 of 279 May 13, 2021 Item No. 8.5. Provision of services by Global Payments Direct, Inc. for Merchant Card and Credit Card Payment Processing Services by approving Renewal No. 2 and Amendment No. 3 for a total estimated annual expenditure amount of $365,000. Sponsor:Mary Ellen Leonard, Director of Fiscal Services Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action to approve the provision of services by Global Payments Direct, Inc. for Merchant Card and Credit Card Payment Processing Services by approving Renewal No. 2 and Amendment No. 3 for a total estimated annual expenditure amount of $365,000. Relationship to Strategic Goals: Core Services and Infrastructure Recommendation(s): Staff respectfully recommends approving Renewal No. 2 and Amendment No. 3. Summary: This contract provides for an initial three (3) year term with two (2) additional one (1) year renewal options with estimated annual expenditures being based on a contracted per-transaction rate and an estimated volume of transactions. The initial three (3) year contract term was approved by City Council on May 11, 2017 for an estimated annual expenditure amount of $850,000. On June 13, 2019, City Council approved Amendment No. 1 to increase funds for the second automatic contract term and formally amend the estimated expenditure amount to $1,300,000. This increase was due to an exponential increase in the number of transactions due to an increase in population and the high demand to process payments via credit/debit card. On May 20, 2020, City Council approved Renewal No. 1 and Amendment No. 2 to formally amend the estimated expenditure amount to $240,000 as the number of transactions decreased as a result of Utility Customer Service and Parks & Recreation moving to new integrated payment processors. Amendment No. 3 will formally adjust the annual estimated expenditure for Renewal No. 2 to $365,000. This increase is due to changes in customer payment preference to voice payments as opposed to mail or visiting the UCS center. Budget & Financial Summary: This is a contract allocation change based on customer usage preferences and does not affect the City FY21 budget. Banking and service fees are charged to each department that accepts Visa, MasterCard and Discover as payments. Attachments: 1.17300033R2 AMD3 Global Page 75 of 279 CONTRACT & AGREEMENT ROUTING FORM __Original(s) sent to CSO on _____ Scanned into Laserfiche on _________ ____Original(s) sent to Fiscal on ________ CONTRACT#: _______ PROJECT#: _________ BID/RFP/RFQ#: _______ Project Name / Contract Description: _____________________________________________________ ____________________________________________________________ Name of Contractor: ____________________________________________________________ CONTRACT TOTAL VALUE: $ _________________ Grant Funded Yes No If yes, what is the grant number: Debarment Check Yes No N/A Davis Bacon Wages Used Yes No N/A Section 3 Plan Incl. Yes No N/A Buy America Required Yes No N/A Transparency Report Yes No N/A NEW CONTRACT RENEWAL # _____ CHANGE ORDER # _____ OTHER ______________ BUDGETARY AND FINANCIAL INFORMATION (Include number of bids solicited, number of bids received, funding source, budget vs. actual cost, summary tabulation) ___________________________________________________________________________________________ ___________________________________________________________________________________________ (If required)* CRC Approval Date*: __________ Council Approval Date*: ____________ Agenda Item No*: ______ --Section to be completed by Risk, Purchasing or City Secretary’s Office Only— Insurance Certificates: ______ Performance Bond: ________ Payment Bond: ________ Info Tech: _______ SIGNATURES RECOMMENDING APPROVAL __________________________________________ _________________________________ DEPARTMENT DIRECTOR/ADMINISTERING CONTRACT DATE __________________________________________ _________________________________ LEGAL DEPARTMENT DATE __________________________________________ _________________________________ ASST CITY MGR – CFO DATE APPROVED & EXECUTED __________________________________________ _________________________________ CITY MANAGER DATE __________________________________________ _________________________________ MAYOR (if applicable) DATE __________________________________________ _________________________________ CITY SECRETARY (if applicable) DATE N/A 17-009 Renewal No. 2 and Amendment No. 3 for Merchant Card and Credit Card Payment Processing Services Global Payments Direct, Inc. 365,000.00 ■ 2 N/A Amendment No. 3 Banking and service fees associated with the acceptance of credit cards as a method of payment are charged to each department that accepts Visa, MasterCard and Discover. N/A 5/13/2021 N/A N/A N/A N/A N/A N/A N/A Page 76 of 279 PO Box 9960 1101 Texas Avenue College Station, TX 77842 www.cstx.gov the heart of the Research Valley March 31, 2021 ATTN: Ken Anderson GLOBAL PAYMENTS DIRECT, INC. 10 Glenlake Parkway Northeast Atlanta, GA 30328 RE: Contract #17300033 (“Contract”), Renewal No. 2 and Letter Amendment No. 3 City of College Station General Service Contract Dear Mr. Anderson, The City of College Station (“City”) and you, acting on behalf of Global Payments Direct, Inc. (“Global”) would like to renew the above-referenced Contract for an amended amount not to exceed $365,000.00 for the term of June 1, 2021 through May 31, 2022. This is the final renewal option available. Both the City and Global mutually agree that Section 1.1 of the Contract be amended to read in its entirety as follows: 1.1 Consideration. In consideration for the services performed in the Scope of Services and Contractor’s completion of work in conformity with this Contract, the City shall pay the Contractor an amount not to exceed Three Hundred Sixty-Five Thousand and No 100 Dollars for each year this Contract is in effect. Both parties agree that all other terms and conditions as set forth in the Contract remain unchanged. By signature below, the parties indicate their written mutual acceptance of this renewal and amendment in accordance with the terms of the Contract. In order to assist in processing, we ask that you electronically sign the following acceptance letter via DocuSign. Sincerely, Lisa D. Davis, CPM, APP Purchasing Manager Page 77 of 279 RENEWAL NO. 2 AND LETTER AMENDMENT NO. 3 ACCEPTANCE Contract No. 17300033 ACCEPTED AND APPROVED: GLOBAL PAYMENTS DIRECT, INC. By: _______________________________ Name: _______________________________ Title: _______________________________ Date: _______________________________ CITY OF COLLEGE STATION, TEXAS _______________________________ Jeff Capps, Interim City Manager Date: _______________ APPROVED: _______________________________ City Attorney Date: _______________ _______________________________ Asst. City Manager/CFO Date: _______________ Page 78 of 279 The ACORD name and logo are registered marks of ACORD CERTIFICATE HOLDER © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) AUTHORIZED REPRESENTATIVE CANCELLATION DATE (MM/DD/YYYY)CERTIFICATE OF LIABILITY INSURANCE LOCJECTPRO-POLICY GEN'L AGGREGATE LIMIT APPLIES PER: OCCURCLAIMS-MADE COMMERCIAL GENERAL LIABILITY PREMISES (Ea occurrence)$DAMAGE TO RENTED EACH OCCURRENCE $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ $RETENTIONDED CLAIMS-MADE OCCUR $ AGGREGATE $ EACH OCCURRENCE $ UMBRELLA LIAB EXCESS LIAB DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) INSRLTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)LIMITS PERSTATUTE OTH-ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT $ $ $ ANY PROPRIETOR/PARTNER/EXECUTIVE If yes, describe under DESCRIPTION OF OPERATIONS below (Mandatory in NH) OFFICER/MEMBER EXCLUDED? WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED HIRED AUTOS NON-OWNEDAUTOSAUTOS AUTOS COMBINED SINGLE LIMIT BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE $ $ $ $ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSD ADDL WVD SUBR N / A $ $ (Ea accident) (Per accident) OTHER: THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: INSURED PHONE(A/C, No, Ext): PRODUCER ADDRESS:E-MAIL FAX(A/C, No): CONTACTNAME: NAIC # INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : INSURER(S) AFFORDING COVERAGE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 2/18/2021 Marsh & McLennan Agency, LLC 2000 Brookstone Centre Pkwy Suite 118 Columbus GA 31904 Connie Whitmer 706-324-6671 706-576-5607 cwhitmer@jsmithlanier.com Federal Insurance A++ XV 20281 30GLOBALPAYM Great Northern Insurance A++ XV 20303Global Payments Direct, Inc. Global Payments, Inc. & it's Subsidiaries Attn: Devery Gauthier Atlanta GA 30326 ACE American Insurance Co A++ XV 22667 2053648917 A X 1,000,000 X 1,000,000 10,000 1,000,000 2,000,000 X Y 36048071 4/1/2020 4/1/2021 2,000,000 Gen Agg Cap 100,000,000 B 1,000,000 X XX X Hired Comp X Hired Coll Y Y 73614277 4/1/2020 4/1/2021 Hired Phy Dmg - ACV 1,000 Deds A X X 25,000,000 $0 Deduct 79894591 X 25,000,000 4/1/2020 4/1/2021 C A N Y 71750292 71750293 4/1/2020 4/1/2020 4/1/2021 4/1/2021 X 1,000,000 1,000,000 1,000,000 The City of College Station, its officials, employees and volunteers (AU) Additional Insured per form: 16-02-0292 Commercial Automobile Broad Form Endorsement (AU) Waiver of Subrogation per form: 16-02-0292 Commercial Automobile Broad Form Endorsement (GL) Additional Insured per form: 80-02-2367 Additional Insured Scheduled Person or Organization (GL) Waiver of Subrogation per form: 17-02-3080 Liability Insurance Contract (WC) Waiver of Subrogation per form: WC 00 03 13 Waiver of our Right to Recover from Others Endorsement City of College Station Risk Management PO Box 9960 College Station TX 77842 Page 79 of 279 May 13, 2021 Item No. 8.6. Electric Underground Construction and Maintenance Services as Assigned Sponsor:Timothy Crabb, Director of Electric Reviewed By CBC:N/A Agenda Caption:Presentation, discussion, and possible action regarding the award of RFP 21-021, Electric Underground Construction and Maintenance Services as Assigned for a total not to exceed amount of $750,000 to the Infratech Corporation. Relationship to Strategic Goals: Core Services and Infrastructure Recommendation(s): Staff recommends awarding contract 21300453 to Infratech Corporation for a total not to exceed amount of $750,000. Summary: The Electric Underground Construction and Maintenance Services as Assigned is for supplemental labor and equipment to construct the required electric distribution line extensions and conversions and to provide for the necessary maintenance of the City’s electric distribution system for a twelve (12) month period. Estimated unit quantities for this bid were based on 2020 work performed by the former contractor and were used to determine the annual estimate for labor costs. Three (3) competitive proposals were received on March 10, 2021 in response to RFP 21-021. Electric staff evaluated the proposals and ranked them based on the requirements listed in the RFP. After completing the evaluations, staff recommends awarding contract 21300453 to Infratech Corporation for a not-to-exceed amount of $750,000. This contract will be for a one (1) year term with two (2) possible one (1) year renewals. Budget & Financial Summary: Funds for labor in these contracts are budgeted in the Electric Capital Improvements and Maintenance Projects Funds and will be expensed as jobs are assigned and completed. Attachments: 1.RFP 21-021 Ranking Summary 2.Contract is available for review in the City Secretary's Office Page 80 of 279 Canyon Power SolutionsInfratech CorporationPrimoris T&D ServicesEval JB 3 1 2Eval WG 213Eval MM 213Eval YR 312Eval Avg 2.51.02.5Canyon Power SolutionsInfratech CorporationPrimoris T&D ServicesEval JB 213Eval WG 213Eval MM 213Eval YR 213Eval Avg 2131,435,224.15$       1,933,369.67$       3,118,647.98$        DecisionRFP# 21‐021 Evaluation Round 1 ‐ CombinedRankingRFP# 21‐021 Evaluation Round 2 ‐ CombinedAfter careful consideration, CSU Staff has decided to award RFP# 21‐021 Electric Underground Construction & Maintenance Services as Assigned to Infratech Corporation.1Page 81 of 279 Contract is available for review in the City Secretary’s office. Page 82 of 279 May 13, 2021 Item No. 8.7. Contract for purchase of Penetration Testing services and Security Operation Center through Kudelski Security. Sponsor:Sindhu Menon, Director of Information Technologies Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action on agreements with Kudelski Security, Inc. for the annual IT penetration testing services for an amount not to exceed $90,210; on a three year agreement with Kudelski Security, Inc. for Security Operations Center (SOC) services not to exceed $264,690, with both agreements totaling $354,900; and on a zero-dollar mutual non- disclosure agreement with Kudelski Security, Inc. Relationship to Strategic Goals: Core Services and Infrastructure Recommendation(s): Staff recommends approval. Summary: The Penetration Testing contract is to conduct an annual Penetration and Payment Card Industry (PCI) Test on the City of College Station network. We have engaged Kudelski Security to provide an assessment of our current state of Cybersecurity. Penetration Testing is a requirement for compliance with many City programs. It will help us identify and rectify any vulnerabilities to City's Network. The Security Operation Center (SOC) contract is to purchase a subscription-based software, through Kudelski Security. This contract is for a 3 year period. This software performs threat hunting, monitoring, and response. This software replaces our current antivirus solution with a modern solution that performs threat hunting, monitoring, and response 24 x 7 x 365. Budget & Financial Summary: The total contract cost for Penetration Testing is $90,210. The total contract cost for SOC is $264,690 for three years. Amount of $88,230.00 will be paid to Kudelski Security in three equal installments for the SOC. The total cost for both contracts is $354,900. The funds for these purchases were approved in the FY21 Budget. Attachments: 1.21300442 Kudelski Security Inc Red Team Engagement Final 4-28-21 2.21300517 Kudelski Security Inc MNDA 4-28-21 3.21300441 Kudelski Security Inc Falcon Complete Subscription Final 4-28-21 Page 83 of 279 CONTRACT & AGREEMENT ROUTING FORM __Original(s) sent to CSO on _____ Scanned into Laserfiche on _________ ____Original(s) sent to Fiscal on ________ CONTRACT#: _______ PROJECT#: _________ BID/RFP/RFQ#: _______ Project Name / Contract Description: _____________________________________________________ ____________________________________________________________ Name of Contractor: ____________________________________________________________ CONTRACT TOTAL VALUE: $ _________________ Grant Funded Yes No If yes, what is the grant number: Debarment Check Yes No N/A Davis Bacon Wages Used Yes No N/A Section 3 Plan Incl. Yes No N/A Buy America Required Yes No N/A Transparency Report Yes No N/A NEW CONTRACT RENEWAL # _____ CHANGE ORDER # _____ OTHER ______________ BUDGETARY AND FINANCIAL INFORMATION (Include number of bids solicited, number of bids received, funding source, budget vs. actual cost, summary tabulation) ___________________________________________________________________________________________ ___________________________________________________________________________________________ (If required)* CRC Approval Date*: __________ Council Approval Date*: ____________ Agenda Item No*: ______ --Section to be completed by Risk, Purchasing or City Secretary’s Office Only— Insurance Certificates: ______ Performance Bond: ________ Payment Bond: ________ Info Tech: _______ SIGNATURES RECOMMENDING APPROVAL __________________________________________ _________________________________ DEPARTMENT DIRECTOR/ADMINISTERING CONTRACT DATE __________________________________________ _________________________________ LEGAL DEPARTMENT DATE __________________________________________ _________________________________ ASST CITY MGR – CFO DATE APPROVED & EXECUTED __________________________________________ _________________________________ CITY MANAGER DATE __________________________________________ _________________________________ MAYOR (if applicable) DATE __________________________________________ _________________________________ CITY SECRETARY (if applicable) DATE Page 84 of 279 Contract No. 21300442 Kudelski Technology Services Contract Page | 1 CRC 4-28-2021 TECHNOLOGY SERVICES CONTRACT This Contract is by and between the City of College Station, a Texas Municipal Home- Rule Corporation (the “City”) and Kudelski Security, Inc., a Minnesota Corporation (the “Consultant”), whereby Consultant agrees to perform and the City agrees to pay for the work described herein. ARTICLE I SCOPE OF SERVICE 1.01 This Contract is for an assessment the City’s Cybersecurity Program (the “Project”). The Master Purchase Agreement, scope and details of the work to be provided to the City by Consultant for the Project are set forth in Exhibit “A” to this Contract and are incorporated as though fully set forth herein by reference (the “Work”). Consultant agrees to perform or cause the performance of all the work described in Exhibit “A.” 1.02 Consultant agrees to perform the work described in Exhibit “A” hereto and the City agrees to pay Consultant a fee based on the terms and rates set forth in Exhibit “B” to this Contract for the Work performed by Consultant. The invoices shall be submitted to the City in accordance with the invoicing schedule in Exhibit B. The payment terms are net payable within thirty (30) calendar days of the City’s receipt of the invoice. Upon termination of this Contract, payments under this paragraph shall cease, provided, however, that Consultant shall be entitled to payments for work performed in accordance with this Contract before the date of termination and for which Consultant has not yet been paid. ARTICLE II PAYMENT 2.01 Notwithstanding the provisions of Section 2.01, the total amount of payment, including reimbursements, by the City to Consultant for all Work to be performed under this Contract may not, under any circumstances, exceed Ninety Thousand Two-Hundred Ten and 00/100 Dollars ($90,210.00). ARTICLE III CHANGE ORDERS 3.01 The City may from time to time request changes in the scope and focus of the Work to be conducted by Consultant pursuant to this Contract, provided, however, that any such change that in the opinion of Consultant, the City Manager, or the City’s Project Manager varies significantly from the scope of the work set out herein and would entail an increase in cost or expense to the City shall be mutually agreed upon in advance in writing by Consultant and the City’s Project Manager. (a) When the original Contract amount plus all change orders is $100,000 or less, the City Manager or his designee may approve the written change order provided the change order does not increase the total amount set forth in the Contract to more Page 85 of 279 Contract No. 21300442 Kudelski Technology Services Contract Page | 2 CRC 4-28-2021 than $100,000. For such contracts, when a change order results in a total contract amount that exceeds $100,000, the City Council of the City must approve such change order prior to commencement of the services or work; and (b) When the original contract amount plus all change orders is greater than $100,000, the City Manager or his designee may approve the written change order provided the change order does not exceed $50,000, and provided the sum of all change orders does not exceed 25% of the original contract amount. For such contracts, when a change order exceeds $50,000 or when the sum of all change orders exceeds 25% of the original contract amount, the City Council of the City must approve such change order prior to commencement of the services or work. Thereafter, any additional change orders exceeding $50,000 or any additional change orders totaling 25 percent following such council approval, must be approved by City Council; and (c) Any request by the Consultant for an increase in the Scope of Work and an increase in the amount listed in paragraph two of this Contract shall be made and approved by the City prior to the Consultant providing such work or the right to payment for such additional work shall be waived. Except as otherwise expressly set forth in this Contract, if there is a dispute between the Consultant and the City respecting any service provided or to be provided hereunder by the Consultant, including a dispute as to whether such Work is additional to the Scope of Work included in this Contract, the Consultant agrees to continue providing on a timely basis all work to be provided by the Consultant hereunder. ARTICLE IV TIME OF PERFORMANCE 4.01 Except as provided in Article XI hereinbelow, the term of this Contract shall be for one (1) year from the effective date of this Contract. Thereafter, upon the mutual consent of both parties, including budget approval by the City, this Contract may be renewed on an annual basis, under the same terms and conditions, for up to two (2) additional years (three (3) years total). If, for any reason, funds are not appropriated to continue the contract, the contract shall become null and void and shall terminate. 4.02 Time is of the essence of this Contract. The Consultant shall be prepared to provide the Work in the most expedient and efficient manner possible in order to complete the work by the times specified. 4.03 Consultant promises to work closely with the City Manager or his designee (the "Project Manager") or other appropriate City officials. Consultant agrees to perform any and all Project- related tasks in order to complete the Work to be performed. The Work of Consultant under this Contract may be authorized by the Project Manager in various phases as set forth in Exhibit “A.” Page 86 of 279 Contract No. 21300442 Kudelski Technology Services Contract Page | 3 CRC 4-28-2021 ARTICLE V INDEPENDENT CONTRACTOR AND NONSOLICITATION 5.01 Independent Contractor. In all activities or work performed hereunder, the Consultant is an independent contractor and not an agent or employee of the City. The Consultant, as an independent contractor, shall be responsible for the final product contemplated under this Contract. Except for materials furnished by the City, the Consultant shall supply all materials, equipment and labor required for the execution of the Work on the Project. The Consultant shall have ultimate control over the execution of the Work under this Contract. The Consultant shall have the sole obligation to employ, direct, control, supervise, manage, discharge, and compensate all of its employees and subcontractors, and the City shall have no control of or supervision over the employees of the Consultant or any of the Consultant's subcontractors except to the limited extent provided for in this Contract. Consultant shall be liable for any misrepresentations. Any negotiations by the Consultant on the City’s behalf are binding on the City only when within the Scope of Work contained herein and approved by the City. ARTICLE VI AUTHORIZATION 6.01 The City shall direct Consultant to commence Work on the Project by sending Consultant a "letter of authorization" concurrently with Contract Execution to begin Work on the Project. 6.02 Upon receipt of the letter of authorization to begin Work on the implementation of the Project, Consultant shall meet with the City for the purpose starting the Project and coordinating tasks in the Statement of Work. 6.03 Consultant shall consult with the City and may, in some limited circumstances, act as the City’s representative, but it is understood and agreed by the parties that for all purposes related to this Contract, Consultant shall be an independent consultant at all times and is not to be considered either an agent or an employee of the City. ARTICLE VII WARRANTY 7.01 Consultant shall keep the City informed of the progress of the Work and shall guard against any defects or deficiencies in the work. ARTICLE VIII INDEMNIFICATION AND RELEASE 8.01 Indemnity. The Consultant agrees to indemnify, defend, and hold harmless the City, its officers, employees, volunteers and agents (separately and collectively referred to in this paragraph as “Indemnitee”), from and against any and all third party claims, losses, damages, causes of action, suits, judgments, and liability of every kind, including all expenses Page 87 of 279 Contract No. 21300442 Kudelski Technology Services Contract Page | 4 CRC 4-28-2021 of litigation, court costs, attorney's fees, and other reasonable costs for damage to or loss of use of any property, for injuries to, or sickness or death of any person, including but not limited to Consultant, any of its subconsultants of any tier, or of any employee or invitee of Consultant or of any such subconsultants, that is caused by, arises out of, related to, or in connection with, the negligence of and/or negligent performance of this Contract by Consultant or by any such subconsultants of any tier, under this Contract. There shall be no additional indemnification other than as set forth in this section. All other provisions regarding the same subject matter shall be declared void and of no effect. 8.02 It is agreed with respect to any legal limitations now or hereafter in effect and affecting the validity or enforceability of the indemnification obligation under Paragraph 8.01, such legal limitations are made a part of the indemnification obligation and shall operate to amend the indemnification obligation to the minimum extent necessary to bring the provision into conformity with the requirements of such limitations, and as so modified, the indemnification obligation shall continue in full force and effect. 8.03 Release. The Consultant releases, relinquishes, and discharges the City, its officers, agents, volunteers and employees from all claims, demands, and causes of action of every kind and character, including the cost of defense thereof, for any injury to, sickness or death of the Consultant or its employees and any loss of or damage to any property of the Consultant or its employees that is caused by or alleged to be caused by, arises out of, or is in connection with the Consultant's performance of the work to be performed hereunder. Both the City and the Consultant expressly intend that this release shall apply regardless of whether said claims, demands, and causes of action are covered, in whole or in part, by insurance and in the event of injury, sickness, death, loss, or damage suffered by the Consultant or its employees, but not otherwise, this release shall not apply to the extent such loss, damage, injury, or death was caused in whole or in part by the City, any other party released hereunder, the Consultant, or any third party. There shall be no additional release or hold harmless provision other than as set forth in this section. All other provisions regarding the same subject matter shall be declared void and of no effect. ARTICLE IX INSURANCE 9.01 General. The Consultant shall procure and maintain at its sole cost and expense for the duration of this Contract insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, volunteers, employees or subconsultants. The policies, limits and endorsements required are as set forth below: 9.02 Types. During the term of this Contract Consultant’s insurance policies shall meet the minimum requirements of this section. (a) Commercial General Liability. (b) Business Automobile Liability. (c) Workers' Compensation/Employer’s Liability. Page 88 of 279 Contract No. 21300442 Kudelski Technology Services Contract Page | 5 CRC 4-28-2021 (d) Cyber Liability. 9.03 Certificates of Insurance. For each of these policies, the policy shall be endorsed to show the Consultant’s insurance coverage as primary with respect to the City, its officials, agents, employees and volunteers. Any insurance or self-insurance carried or obtained by the City, its officials, agents, employees or volunteers, shall be considered in excess of the Consultant’s insurance and shall not contribute to it. No term or provision of the indemnification provided by the Consultant to the City pursuant to this Contract shall be construed or interpreted as limiting or otherwise affecting the terms of the insurance coverage. All Certificates of Insurance and endorsements shall be furnished to the City’s Representative at the time of execution of this Contract, on the most current State of Texas Department of Insurance-approved forms, attached hereto as Exhibit C, and approved by the City before work commences. 9.04 Additional Insurance. The Consultant shall include all subconsultants as Additional Insureds under its policies, or shall furnish separate certificates and endorsements for each subconsultant. Coverages for subconsultants shall be subject to all requirements stated herein. 9.05 General Requirements Applicable to All Policies. The following General requirements applicable to all policies shall apply: (a) Only licensed insurance carriers authorized to do business in the State of Texas shall be accepted. (b) Deductibles shall be acceptable only on an “occurrence” basis. (c) “Claims made” policies are not accepted, except for Professional Liability insurance. (d) Coverage shall not be suspended, voided, canceled, or reduced in coverage or in limits of liability except after thirty (30) calendar days written notice has been given to the City of College Station. (e) The Certificates of Insurance shall be prepared and executed by the insurance company or its authorized agent. Each certificate shall contain the following provisions and warranties: i. The licensed insurance company is authorized to do business in the State of Texas ii. The insurance policy is underwritten on forms provided by the Texas Department of Insurance or ISO iii. All endorsements and coverages are included according to the requirements of this Contract iv. The form of notice of cancellation, termination, or change in coverage provisions is specified in this attachment (f) The City of College Station, its officials, agents, employees, and volunteers are to be listed as Additional Insureds on the Commercial General Liability and Business Automobile Liability Policies. The coverages shall contain no special limitations on the scope of protection afforded the City, its officials, agents, employees, and volunteers. Page 89 of 279 Contract No. 21300442 Kudelski Technology Services Contract Page | 6 CRC 4-28-2021 9.06 Commercial General Liability requirements. The following Commercial General Liability requirements shall apply: (a) Coverage shall be written by a carrier rated “A: VIII” or better in accordance with the current A. M. Best Key Rating Guide. (b) Minimum limits of liability of $1,000,000 per occurrence per project with a $2,000,000 annual aggregate limit. (c) Coverage shall be at least as broad as Insurance Service's Office (ISO) Number CG 00 01. (d) No coverage shall be excluded from the standard policy without notification of individual exclusions being attached for the City’s review and acceptance. (e) The coverage shall not exclude: premises/operations; independent contracts; products/completed operations; contractual liability (insuring the indemnity provided herein); and Host Liquor Liability. (f) The City shall be listed as Additional Insured and policies endorsed to waive rights of subrogation and to be primary and non-contributory with regard to any self- insurance or insurance policy held by the City. 9.07 Business Automobile Liability requirements. The following Business Automobile Liability requirements shall apply: (a) Coverage shall be written by a carrier rated “A:VIII” or better in accordance with the current A.M. Best Key Rating Guide. (b) Minimum Combined Single Limit of $1,000,000 per occurrence for bodily injury and property damage. (c) The Business Auto Policy must show Symbol 1 in the Covered Autos portion of the liability section in Item 2 of the declarations page. (d) The coverage shall include owned, leased or rented autos, non-owned autos, any autos and hired autos. 9.08 Workers’ Compensation/Employer’s Liability Insurance requirements. The Workers’ Compensation/Employer’s Liability insurance shall include the following terms: (a) Employer’s Liability limits of $1,000,000 for each accident is required. (b) “Texas Waiver of Our Right to Recover from Others Endorsement, WC 42 03 04” shall be included in this policy. (c) Texas must appear in Item 3A of the Workers’ Compensation coverage or Item 3C must contain the following: All States except those listed in Item 3A and the States of NV, ND, OH, WA, WV, and WY. 9.10 Cyber Liability. Technology Services Errors and Omissions with coverage of $1,000,000 for each claim. Page 90 of 279 Contract No. 21300442 Kudelski Technology Services Contract Page | 7 CRC 4-28-2021 ARTICLE X TECHNOLOGY REQUIREMENTS 10.1 Closeout. i. Agreement Expiration. When the Contract term expires or terminates, and at any other time at the City’s written request, Contractor must promptly return to the City all intellectual and physical property subject to the Contract including, but not limited to system configuration data and information in file or document formats in the Contractor’s possession or control. ii. Access. The City will have access to export and retrieve its data for no less than ninety (90) days after the Contract expiration or termination date. The City must be able to access its data at any time during the Agreement term in the format provided by Consultant. The Contractor must provide the City transition work after Contract expiration or termination at Contractor’s then-current and generally-charged hourly rates. iii. Data Removal. At the City’s request upon Contract expiration or termination, the Contractor must remove, delete, purge, overwrite or otherwise render inaccessible within a reasonable time, all City data remaining on Contractor’s servers to the extent possible based on the then- current technology available. Contractor must provide the City a written and signed statement confirming data has been deleted, purged, overwritten or otherwise rendered inaccessible. The Contractor will not otherwise delete the City’s data without City’s prior written consent. ARTICLE XI TERMINATION 11.01 Either Party may terminate the Contract, Work or a related SOW for convenience, with thirty (30) days advanced written notice to the non-terminating Party. The Consultant shall cease work immediately upon notice from the City. Consultant shall be compensated for the work performed. If the City terminates this Contract for convenience, the City shall pay Consultant for the work performed and expenses incurred before the date of termination. The Consultant will refund the City for services not performed if Consultant terminates. 11.02 Termination for Cause. Either Party may terminate this Contract and any SOWs if the other Party breaches any material terms or conditions of this Contract or the applicable SOW and the breach remains un-cured for thirty (30) days after receipt of written notice of the breach. For the avoidance of doubt, any breach of an SLA(s) under Section 8.3 (Managed Services) of the Master Purchase Agreement attached to this Agreement is not considered a material breach. In addition to the foregoing, either Party may terminate this Contract and applicable SOWs with advanced written notice of ten (10) days, if the other Party becomes insolvent, enters bankruptcy, Page 91 of 279 Contract No. 21300442 Kudelski Technology Services Contract Page | 8 CRC 4-28-2021 reorganization, or other similar proceedings, admits in writing its inability to pay debts, or attempts or makes an assignment for the benefit of creditors. 11.03 No term or provision of this Contract shall be construed to relieve the Consultant of liability to the City for damages sustained by the City or because of any breach of contract by the Consultant. The City may withhold payments to the Consultant for the purpose of setoff until the exact amount of damages due the City from the Consultant is determined and paid. ARTICLE XII MISCELLANEOUS TERMS 12.01 Venue and Applicable Law. This Contract has been made under and shall be governed by the laws of the State of Texas. The parties agree that performance and all matters related thereto shall be in Brazos County, Texas. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply to this Contract. 12.02 Notices. Notices shall be mailed to the addresses designated herein or as may be designated in writing by the parties from time to time and shall be deemed received when sent postage prepaid U.S. Mail to the following addresses: CITY: CONSULTANT: City of College Station Kudelski Security, Inc., 130 E John Carpenter Freeway, Suite 300 Attn: Tim Van Aken Attn: brian.morgan@kudelskisecurity.com P.O. Box 9960 Irving, TX 75062 College Station, Texas 77842 With Copy to Legal: tvanaken@cstx.gov 5090 N. 40th Street, Suite 450 Phoenix, AZ 85018 12.03 Performance of Work. Consultant, its employees, associates or subconsultants shall perform all the Work hereunder. Consultant agrees that all of its associates, employees, or subconsultants who work on this Project shall be fully qualified and competent to do the Work described hereunder. Consultant shall undertake the Work and complete it in a timely manner. 12.04 Compliance. The Consultant shall comply with all applicable federal, state, and local statutes, regulations, ordinances, and other laws, including but not limited to the Immigration Reform and Control Act (IRCA). The Consultant may not knowingly obtain the labor or work of an undocumented worker. The Consultant, not the City, must verify eligibility for employment as required by IRCA. 12.05 Waiver. No waiver by either party hereto of any term or condition of this Contract shall be deemed or construed to be a waiver of any other term or condition or subsequent waiver of the same term or condition. 12.06 Assignment. This Contract and all rights and obligations contained herein may not be assigned by Consultant without the prior written approval of the City, provided that Consultant Page 92 of 279 Contract No. 21300442 Kudelski Technology Services Contract Page | 9 CRC 4-28-2021 may assign this Contract and/or any of its rights hereunder to an Affiliate or to a successor in interest (whether by merger, acquisition, or sale of assets); provided that (a) Consultant provides written notice to the City; and (b) the assignee shall be bound by the terms and conditions of this Contract. Subject to the restrictions in assignment contained in this Contract, this Contract will be binding on and inure to the benefit of the parties and their successors and assigns. 12.07 Invalidity. If any provision of this Contract shall be held to be invalid, illegal or unenforceable by a court or other tribunal of competent jurisdiction, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The parties shall use their best efforts to replace the respective provision or provisions of this Contract with legal terms and conditions approximating the original intent of the parties. 12.08 Prioritization. Consultant and City agree that City is a political subdivision of the State of Texas and is thus subject to certain laws. Because of this there may be documents or portions thereof added by Consultant to this Contract as exhibits that conflict with such laws, or that conflict with the terms and conditions herein excluding the additions by Consultant r. In either case, the applicable law or the applicable provision of this Contract excluding such conflicting addition by Consultant r shall prevail. The parties understand this section comprises part of this Contract without necessity of additional consideration. 12.09 Entire Agreement. This Contract represents the entire and integrated agreement between the City and Consultant and supersedes all prior negotiations, representations, or agreements, either written or oral. This Contract may only be amended by written instrument approved and executed by the parties. 12.10 Bound by Terms. The parties acknowledge that they have read, understood, and intend to be bound by the terms and conditions of this Contract. 12.11 Effective. This Contract goes into effect when duly approved by all the parties hereto. 12.12 No Boycott Israel. To the extent this Contract is considered a contract for goods or work subject to §2270.002 Texas Government Code, Consultant verifies that it i) does not boycott Israel; and ii) will not boycott Israel during the term of this Contract. 12.13 Survival. The terms and conditions of this Contract which by sense and content are intended to survive, including payment, warranties and disclaimers, confidentiality and limitation of liability, survive the expiration or termination of this Contract. 12.14 Counterparts. This Contract may be executed in one or more counterparts, each of which will be considered an original but altogether constitute the same instrument. Acceptance of this Contract may be made in electronic form showing the signatures of both parties. The Parties agree that electronic signatures may be used and will be legally valid, effective, and enforceable. 12.15 Miscellaneous. Each Party acknowledges that it has been represented by counsel under this Contract. Accordingly, any rule of applicable law or any legal decision that would require interpretation of any claimed ambiguities in this Contract against the drafting party has no Page 93 of 279 Contract No. 21300442 Kudelski Technology Services Contract Page | 10 CRC 4-28-2021 application and is expressly waived. Headings in this Contract are for reference purposes only and are not to be interpreted as being part of this Contract. List of Exhibits A. Master Purchase Agreement and Scope of Work B. Payment Schedule C. Certificates of Insurance KUDELSKI SECURITY, INC. CITY OF COLLEGE STATION By: By: Steve Speidel, Chief Operating Officer City Manager Date: Date: APPROVED: City Attorney Date: _________________ Assistant City Manager/CFO Date: _________________ Page 94 of 279 Contract No. 21300442 Kudelski Technology Services Contract Page | 11 CRC 4-28-2021 Exhibit A Master Purchase Agreement and Scope of Work Page 95 of 279 4828-9837-6422.5 Master Purchase Agreement for Products and Services 1 | Page of 10 Rev 09.18.20 Kudelski Client City of College Station Kudelski Security, Inc. Attn: 130 E John Carpenter Freeway, Suite 300 Irving, TX 75062, or 12400 Whitewater Drive, Suite 100 Minnetonka, MN 55343-9466, or 101 Marietta Street, Suite 800 Atlanta, Georgia 30303, or 5090 N. 40th Street, Suite 450 Phoenix, AZ 85018 Attn: Tim Van Aken P.O. Box 9960 College Station, Texas 77842 tvanaken@cstx.gov With copy to: 5090 N. 40th Street, Suite 450 Phoenix, AZ 85018 Attn: Legal With copy to: 1. Purpose. Kudelski agrees to provide and Client agrees to purchase the equipment, associated third party hardware, and software (“Product(s)”) listed in a quote or statement of work (“SOW”) for advisory, professional or managed services (“Services”) subject to the Parties executing the applicable SOW. This Agreement applies whether a purchase order, other ordering document (“Order”) or SOW references this Agreement or not. All SOWs, Addenda, Exhibits are incorporated into this Agreement and are subject to this Agreement, unless expressly stated otherwise. 2. Orders. Unless expressly stated on the quote, Client’s Order is subject to acceptance by Kudelski and pricing is subject to change sixty (60) days after issuance. Any Client changes to Orders for Products, including cancellations, depend on each Product manufacturer’s respective policies. Client may only change, cancel or reschedule Orders for Products at no charge up to five business days before scheduled shipment and upon written notice to Kudelski, unless the Product has been modified or otherwise reconfigured in accordance with Client’s specifications. Cancellation will not relieve Client’s duty to pay for Products shipped, before the notice. If an Order is properly cancelled, Client’s sole remedy and Kudelski’s sole obligation will be a full refund of the purchase price paid for the Product. Cancellation of Orders following shipment must be made in accordance with the return policies of the manufacturer of the Product. Either party may propose to correct any typographical, clerical or other error or omission in any quote, statement of work, price list, Order acknowledgement, invoice, correspondence, or other document, and the parties shall work in good faith to resolve such typographical or clerical error or omission via the change order and/or amendment process, as applicable. 3. Price, Taxes and Expenses. Prices are in US dollars and subject to change without notice at any time before the Order is accepted. Prices are net of taxes including sales, use, excise, VAT, environmental, disposal, duties, or other taxes or fees. Client pays the total purchase price for the Product plus shipping (to the extent shipping is not prepaid by Client), including shipping charges that are invoiced to Kudelski because of using Client’s carrier account number. If applicable, Client is responsible for providing Kudelski with a tax exemption certificate acceptable to the taxing authorities or evidence of a valid direct pay permit. For any Services being performed pursuant to a SOW, Client pays for the Services in the amounts and Page 96 of 279 4828-9837-6422.5 Master Purchase Agreement for Products and Services 2 | Page of 10 Rev 09.18.20 under the payment schedule listed in the applicable SOW. Except as otherwise specified in a SOW, Client will reimburse Kudelski for all reasonable out-of-pocket expenses incurred by Kudelski with the performance of the Services so long as Client provides prior written approval. Expenses may include travel, lodging and meals and provided receipts are submitted by Kudelski. Kudelski will use commercially reasonable efforts to travel as efficiently and cost effectively as possible given timing and travel requirements. Valid expenses typically include parking, meals (but not alcohol), lodging, communication costs, airfare, mileage and automobile rental. 4. Product Related Terms. 4.1 Delivery. Any shipping dates provided by Kudelski for any Product are estimates only. Kudelski will use commercially reasonable efforts to meet requested delivery times. Kudelski reserves the right to make deliveries in installments and allocate the delivery of Products among its customer base. Delay in delivery of one installment will not entitle Client to cancel other installments. Product will ship EXW (facilities of any Kudelski supplier), Incoterms 2010, freight prepaid and added to the invoice. Client authorizes Kudelski to choose the appropriate manner and means of all shipping of Product if a carrier is not designated in advance. For instances requiring international shipping, expedited shipping, or other special considerations, Client is responsible for paying all actual charges associated with the requests including all export and import duties, or other related costs. 4.2 Title, Liens and Encumbrances. Title to Product will not pass to Client until Kudelski has been paid in full for all invoices related to the Products. Notwithstanding anything in this Agreement, title to software either stand-alone or embedded into Product remains with the applicable licensor(s), and Client’s rights and obligations related to the software are contained in the license agreement between Client and the applicable licensor(s). 4.3 Returns. Product returns are based on the policies of each of the original product manufacturers. Client should contact Kudelski at salessupport@kudelskisecurity.com to initiate a return or for additional information or direction. Client must notify Kudelski of any damaged Products within 10 days of receipt. If the Product is defective, Client will have to work directly with the manufacturer’s support desk to initiate a Return Material Authorization or RMA. 4.4 Limitation on Use. Client is responsible for determining the use of any Products. Products sold by Kudelski are not designed for use in life support, nuclear or other applications where malfunction could reasonably be expected to result in personal injury, death or catastrophic property damage. 4.5 Export and Resale. Client will abide by all applicable import and export laws and regulations, both U.S and foreign, with respect to the Products. Client is solely responsible for obtaining any license(s) or permit(s) required to transfer, export, re-export or import the Products and related technology. Client will not use the Products and related technology in relation to chemical, biological or nuclear weapons, rocket systems (including ballistic missile systems, space launch vehicles and sounding rockets) or unmanned air vehicles capable of delivering same, or in the development of any weapons of mass destruction. 4.6 Kudelski SecureBlueprint. In the event Client chooses to purchase Kudelski’s SecureBlueprint and to the extent allowed by the laws of the State of Texas and the Texas Constitution, software-as-a-service or SaaS hosted by Amazon Web Services (AWS), the access and continued use of SecureBlueprint is subject only to the terms of service at https://www.kudelskisecurity.com/secure-blueprint-terms-services. The foregoing terms of service control and are independent of the terms and conditions of this Agreement. 5. Scope of Services. Services are provided under the written specifications of the applicable SOW and the SOW incorporates the terms and conditions of this Agreement. Services do not include third party branded services or offerings. Kudelski may use subcontractors to perform Services and will obtain Client’s consent in advance. Changes to the scope of the Services in a SOW will be made through a change order executed by authorized representatives of both Parties. Kudelski has no obligation to start work on a change order, until the change order is agreed upon in writing and executed by Page 97 of 279 4828-9837-6422.5 Master Purchase Agreement for Products and Services 3 | Page of 10 Rev 09.18.20 authorized representatives of both parties. Before Kudelski and its designated subcontractors are authorized to start Services, Client will provide (a) access and all required permissions or authorizations from third parties to access, use, or modify data in Client’s information technology systems and resident software with authorizations in place at the start of Services and until Services are completed, (b) physical access during normal business hours or other times as agreed upon, (c) timely responses to Kudelski’s inquiries for information, approvals and authorizations, (d) access to staff and resources that Kudelski requires to provide the Services, and (e) establish a backup enabling Client to restore systems, software and data that existed before the start of Services by Kudelski or its authorized subcontractors. 6. Software and Tools. 6.1 Third Party Software. For any Services where Client is accessing or using third party software applications, Client agrees that any terms of use are between the licensor or publisher of the software and Client. 6.2 Software Tools. During the term of the applicable SOW, Kudelski may provide to Client access and use of software, application programming interface (API), Client portal, user IDs, tokens, passwords, computer tools as necessary for Client to receive the Services under the applicable SOW (“the Software Tools”) and associated documentation and material (“the Documentation”). Subject to the terms and conditions of this Agreement, Kudelski grants to Client a limited, non-exclusive, non-transferable, non-sublicensable license during the term of the applicable SOW to access and use the Software Tools and the Documentation for its own internal security purposes. Client will not directly or indirectly a) sell, rent, lease, redistribute, assign or otherwise transfer the Software Tools to any unaffiliated third party except as expressly permitted in the SOW, b) reverse engineer, decompile, disassemble, disable the Software Tools or otherwise attempt to derive the source code, trade secrets or know-how in or underlying any Software Tools or portion thereof, c) reproduce, modify, translate or create derivative works of all or any part of the Software Tools or of the Documentation except that Client may make reasonable numbers of copies of the Documentation for its internal use, or d) remove, alter, or obscure any proprietary notice, labels or marks on the Software Tools or e) use the Software Tools for any illegal , unauthorized or other improper purposes. 7. Warranties and Disclaimers. 7.1 Products and Related Disclaimers. Client understands and agrees that the Products are not manufactured or designed by Kudelski. Only the manufacturer or publisher can offer warranties for the Product. To the extent Kudelski receives any written warranties that are transferable from the manufacturer or publisher, Kudelski will pass those on to Client. PRODUCTS MANUFACTURED OR SOFTWARE PUBLISHED ARE PROVIDED ON AN “AS-IS” BASIS BY KUDELSKI AND ITS AFFILIATES WITHOUT ANY WARRANTY OF ANY KIND, WHETHER STATUTORY, EXPRESS OR IMPLIED RELATED TO THE PRODUCTS (INCLUDING WITHOUT LIMITATION, ANY STATUTORY, EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE, ACCURACY, COMPLETENESS, OR NON- INFRINGEMENT). The disclaimer contained in this Section does not affect the terms of any manufacturer's warranty. Client relies solely on the manufacturer’s specifications for the design or use of the Products in high risk environments including aircraft or automobile safety devices or navigation, life support systems or medical devices, nuclear facilities, or weapon systems and not rely on any statements, specifications, photographs or other illustrations of the Products that may be provided by Kudelski or its affiliates. 7.2 Advisory Services and Professional Services. Kudelski warrants that for any SOWs providing advisory (i.e., consulting) or professional Services, those Services collectively or individually will be performed in a (i) workmanlike and professional manner consistent with generally accepted industry standards, and (ii) conform to the written specifications of the SOW for 30 calendar days from completion. Client’s sole and with respect to the Services warranty exclusive remedy and Kudelski's entire liability in this Section 7.2 will be, at Kudelski’s option, to either (a) use its reasonable commercial efforts to re-perform any non-conforming Services not in substantial compliance with this warranty or (b) refund amounts paid by Client related to the portion of the Services not in substantial compliance. In each situation (a) or (b), Client must notify Kudelski in writing within 30 calendar days after performance of the applicable Services. Any warranty provided by Kudelski under this Section is void if an event outside the control of Page 98 of 279 4828-9837-6422.5 Master Purchase Agreement for Products and Services 4 | Page of 10 Rev 09.18.20 Kudelski impacts the Services or the Services are in anyway changed, unless Kudelski pre-approves in writing of the changes. 7.3 Managed Services. Kudelski warrants that for any SOWs providing managed Services as further defined in the applicable SOW, those managed Services will be performed in a (i) workmanlike and professional manner consistent with generally accepted industry standards, and (ii) conform to the written service level agreements (SLAs) for that specific Service in the SOW. If Kudelski fails to meet any SLA for a specific Service in the applicable SOW, Client will receive a credit equal to one days’ worth of the applicable Service fee for the specific Service and the applicable SLA for that specific Service which was not met. The foregoing remedy is subject to Client notifying Kudelski of any missed SLA in writing within ten calendar days of the date on which the SLA report was provided. Upon verification and agreement by Kudelski, Client will receive a to-be applied credit toward any future invoice. The maximum amount of all credits for all SLAs missed will not exceed 25% of the total monthly charges. The remedies in this Section 7.3 for missed SLAs are Client’s sole and exclusive remedy and Kudelski's entire liability with respect to the managed Services warranty. 7.4 Services Disclaimers. EXCEPT AS SET FORTH IN THIS AGREEMENT OR IN ANY STATEMENT OF WORK THAT EXPRESSLY AMENDS KUDELSKI’S SERVICES WARRANTY, AND TO THE EXTENT ALLOWED BY LAW, KUDELSKI MAKES NO OTHER, AND EXPRESSLY DISCLAIMS ALL OTHER, REPRESENTATIONS, WARRANTIES, CONDITIONS OR COVENANTS, WHETHER STATUTORY, EXPRESS OR IMPLIED (INCLUDING WITHOUT LIMITATION, ANY STATUTORY, EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, DURABILITY, TITLE, ACCURACY, COMPLETENESS OR NON-INFRINGEMENT) RELATED TO THE PERFORMANCE OR NON-PERFORMANCE OF THE SERVICES, INCLUDING THE PERFORMANCE OF ANY HARDWARE OR SOFTWARE USED IN PERFORMING SERVICES AND ANY RESULTS TO BE OBTAINED FROM THE SERVICES. THIS DISCLAIMER AND EXCLUSION APPLIES EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. Client acknowledges that no employee of Kudelski or its affiliates is authorized to make warranty on behalf of Kudelski or any of its affiliates that is not expressly in this Agreement. . 7.5 Except for the foregoing, each Party expressly disclaims all other, representations, warranties, conditions or covenants, whether statutory, express or implied. 8. Intellectual Property and Client Data. 8.1 Kudelski Intellectual Property. Kudelski retains all right, title and interest in any pre-existing intellectual property which may be used in performing the Services, including any modifications or improvements made during the performance of the Services (Kudelski Property). Subject to Client’s full payment of applicable invoices, Kudelski grants Client and any Affiliated Company (defined below) of Client a worldwide, non-exclusive, royalty-free, perpetual, fully paid, irrevocable license: (a) to modify any Kudelski Property to create a derivative work of Kudelski Property (“Derivative Work”); (b) to reproduce the resulting Derivative Work of the Kudelski Property; (c) to distribute the Derivative Work of the Kudelski Property, but only to an Affiliated Company of Client; and (d) to use any Kudelski Property or any Derivative Work of the Kudelski Property for Client’s own internal business purposes whether Kudelski Property is imbedded in any deliverable or results from Kudelski performing any Services for Client under this Agreement. For purposes of this Section 8.1., "Affiliated Company" means any legal entity that Client controls, that controls Client, or that Client is under common control at the Effective Date of this Agreement and for so long as such control exists. Control is defined as exercising 50% or more of the voting rights. 8.2 Client Data. Client owns all right, title and interest in any data provided by Client to Kudelski or made available to Kudelski through Client systems (“Client Data”) in connection with the performance of Services. Client grants Kudelski for the Term of this Agreement a limited, non-exclusive, revocable license to use the foregoing Client Data solely for performing the Services under the applicable SOW. 8.3 Return of Client Data. Upon termination or expiration of this Agreement, Kudelski will promptly make all Client Data available to Client as a native database export provided through Kudelski’s secure server or other similar secure method, Page 99 of 279 4828-9837-6422.5 Master Purchase Agreement for Products and Services 5 | Page of 10 Rev 09.18.20 at no additional charge to Client provided that Client is current on all invoices. If Client requires the return of Client Data in an alternate format or requires any other termination assistance services, then Kudelski and Client will mutually agree upon the scope of such termination assistance services and the fees and expenses payable for such termination assistance services, at Kudelski’s then-current fees. 9. Confidential Information. 9.1 “Confidential Information” means information disclosed by one Party to the other Party either directly or indirectly, in writing, orally or by drawings or inspection of samples, equipment or facilities; including (a) information identified by the disclosing Party, in writing or orally, as confidential at the time of disclosure; (b) information relating to the disclosing Party’s technology, products, solutions and services used, provided and/or owned by the disclosing Party, including without limitation, technical data, trade secrets, know-how, research, product plans, ideas or concepts, products, services, software, inventions, patent applications, techniques, processes, developments, algorithms, formulas, technology, designs, schematics, drawings, engineering and hardware configuration information, operations, business and financial results or financial plans or strategies, including but not limited to Client, customer lists, markets, financial statements and projections, product pricing, marketing information, financial or other strategic business, plans or information; and (c) the content and terms of this Agreement. Information is not deemed Confidential Information if it (i) is known to the receiving Party before receipt from the disclosing Party directly or indirectly from a source other than one having an obligation of confidentiality to the disclosing Party, (ii) becomes known (independently of disclosure by the disclosing Party) to the receiving Party directly or indirectly from a source other than one having an obligation of confidentiality to the disclosing Party, (iii) becomes publicly known or otherwise ceases to be confidential, except through a breach of this Section by the receiving Party, or (iv) is independently developed by the receiving Party. 9.2 Neither Party will use or disclose Confidential Information from the other Party without the prior written consent of the other Party except where (a) if in the documented opinion of a Party’s counsel shared with the other Party, the disclosure is required by applicable law, the Texas Public Information Act, or regulation (including securities laws regarding public disclosure of business information) or by an order of a court or other governmental body having jurisdiction after taking steps to maintain its confidentiality where practicable; or (b) reasonably necessary to be made to that Party’s, or its affiliates’, employees, officers, directors, consultants, attorneys, accountants and other advisors, or (c) necessary for a Party to perform its obligations under this Agreement. 9.3 Each Party will restrict disclosure of Confidential Information to only those personnel who have a need to know and will bind its respective personnel to obligations of confidentiality to the same extent that each Party is bound under this Agreement. Upon written request by either Party, the other Party will promptly return all Confidential Information, including copies, to the disclosing Party of the Confidential Information. 9.4 If the Parties have entered into a non-disclosure agreement (“NDA”) before the Effective Date of this Agreement, the Parties agree that any material conflict between the terms or provisions of the NDA and this Agreement will be resolved in favor of the stricter of the two terms or provisions, and the higher or greater degree of confidentiality for the Confidential Information of the Parties. 10. Limitation of Liability. Excluding claims for personal injury or death and a Party’s indemnification obligations under this Agreement, neither party will be liable to the other Party for any indirect, special, incidental or consequential damages, including without limitation loss of revenue or income, loss of or use of data, operational efficiency, loss of customers or information, arising under this Agreement regardless of the form of action or theory of relief, even if advised of the possibility of such damages. Excluding claims for personal injury or death and a Party’s indemnification obligations under this Agreement, any liability for direct damages arising under this Agreement, regardless of the form of action or theory of relief, is limited to the greater of (1) the purchase price of the Product or in the case of a SOW, the total amount paid or to be paid for Services by Client under the applicable SOW that gives rise to the claim under this Agreement; or (2) the amount of insurance proceeds actually paid in connection with such claim. Page 100 of 279 4828-9837-6422.5 Master Purchase Agreement for Products and Services 6 | Page of 10 Rev 09.18.20 11. Background Checks. Kudelski represents that it will conduct background checks on each and every individual it will have working on the Client’s property. 12. Data Security. Kudelski will maintain administrative, technical, and physical safeguards designed to protect against the destruction, loss, unauthorized access or alteration of Client Data and Confidential Information in the possession, under the control or access by Kudelski, which are: (i) no less rigorous than those maintained by Kudelski for its own information of a similar nature; (ii) no less rigorous than generally accepted industry standards; and (iii) required by applicable laws. 13. Data Breach. 13.1 Notice. Kudelski will notify Client by email no later than forty-eight (48) hours after confirming a material data security incident, or any data security incident that affects Client’s data. Kudelski must: 1. Investigate and resolve the incident in a timely manner; 2. Promptly implement necessary remedial measures; and 3. Document responsive actions taken related to the data breach, including any post-incident review and actions taken to change business practices in providing the work, if necessary. 14. Compliance with Applicable Laws. The Parties enter into this Agreement with the intent of conducting their relationship in full compliance with the applicable state, local, and federal laws. 15. Non-Discrimination. Each Party agrees that it will not discriminate on the basis of race, color, national origin, disability, age, or military service in its administration of policies, programs, services and activities, or in employment. 16. Non-Solicitation and Non-Hire. Without the written consent of the other Party, neither Party will directly or indirectly solicit, divert or otherwise take away any employee of the other Party during the term of this Agreement and for a period of 12 months following its expiration or termination. This obligation does not apply where an employee of a Party has unilaterally responded to a general recruitment advertisement or hiring campaign that was not specifically targeting the employee. 17. Force Majeure. Except for the obligation to pay, neither Party is liable for failure to fulfill its obligations under this Agreement due to causes beyond its reasonable control (for example, acts of nature, telecommunication interruptions, strikes, criminal acts, delays in delivery or transportation, or inability to obtain labor, or materials through regular sources). Page 101 of 279 4837-1708-7206.3 Red Team Engagement Prepared for: City of College Station April 28, 2021 Version: 7.0 OP043026 | REQ2244 Presented by: Sonja Young, Account Manager Kudelski Security, Inc. Corporate Headquarters 5090 North 40th Street, Suite 450 Phoenix, Arizona 85018 Statement of Work: Page 102 of 279 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 2 of 17 TABLE OF CONTENTS ENGAGEMENT LIFE CYCLE & ACTIVITIES ................................................................................................... 4 Phase 1: Engagement Preparation ............................................................................................................... 4 Phase 2: Interviews and Information Review .............................................................................................. 4 Phase 3: Penetration Testing (Red Team) .................................................................................................. 6 Phase 4: Remote Analysis and Deliverable Development ........................................................................ 8 Phase 5: Deliverable Submission and Final Briefing.................................................................................. 9 SCOPE OF WORK ............................................................................................................................................ 11 Out of Scope ................................................................................................................................................. 12 PROJECT MANAGEMENT .............................................................................................................................. 12 ENGAGEMENT CONSIDERATIONS ............................................................................................................. 13 Acknowledgments ........................................................................................................................................ 13 Assumptions .................................................................................................................................................. 13 Scheduling Requirements ........................................................................................................................... 14 Rescheduling or Cancellation ..................................................................................................................... 14 Change Control ............................................................................................................................................. 14 Deliverable Acceptance ............................................................................................................................... 14 Completion and Acceptance ....................................................................................................................... 15 ENGAGEMENT RESPONSIBILITIES ............................................................................................................. 15 Responsibilities of Kudelski Security ......................................................................................................... 15 Responsibilities of Client ............................................................................................................................. 15 CONTACT INFORMATION .............................................................................................................................. 16 PRICING .............................................................................................................................................................. 16 Invoicing and Payment ................................................................................................................................ 16 EXECUTION OF SOW ...................................................................................................................................... 17 Page 103 of 279 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 3 of 17 4837-1708-7206.3 EXECUTIVE SUMMARY Document Type Statement of Work (“SOW”) Governing Terms NOTE: To the extent allowed by the laws of Texas and the Texas Constitution, Client’s access to and use of the Secure Blueprint SaaS Platform (“Secure Blueprint”) is subject to and governed by the Terms of Service found at: https://kudelskisecurity.com/secure-blueprint-terms-service/ Client City of College Station (i.e., the “City” or “Client”) Project Title Red Team Engagement Project Summary The City of College Station has engaged Kudelski Security to provide an assessment of their current Cybersecurity Program, and to provide actionable recommendations to mature it. Kudelski Security will also perform a security assessment (including objective based Red Team operations), which is designed to identify vulnerabilities in applications and infrastructure which could negatively impact the City if exploited by an attacker. Kudelski Security will utilize a testing methodology based on expert knowledge and in accordance with industry best practices, and internal checklists developed to ensure thorough coverage. Lastly, Kudelski Security will provide the City with a eight (8) month, unlimited user license to Kudelski Security’s Secure Blueprint Software-as- a-Service platform. See the “Scope of Work” section for more details. Deliverable(s) • Consolidated Findings and Recommendations Report o Technical report with recommendations and necessary details to properly remediate vulnerabilities and issues identified during the engagement o Provide an overview of the methodology utilized for each phase of the engagement • Secure Blueprint SaaS o Eight (8) month subscription o Unlimited users Location of Services Remote and On-Site. Page 104 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 4 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 ENGAGEMENT LIFE CYCLE & ACTIVITIES Phase 1: Engagement Preparation Prior to the Kudelski Security team starting the work, we will host and lead a kickoff call with City of College Station’s designated sponsor and point of contact (i.e., the “designated engagement manager” or “DEM”) to gather detailed information necessary to ensure a successful engagement. The primary goals of this kickoff call are to: • Validate that goals and scope are accurately captured in the SOW. • Ensure activities and prerequisites are understood and coordinated prior to commencement. • Identify any obstacles or challenges to completion. • Identify key stakeholders from all parties involved who need to be included in the engagement updates and escalations. • Agree on secure communication path. • Discuss timelines for the engagement’s commencement and duration. Phase 2: Interviews and Information Review Kudelski Security will review the provided documentation and prepare questions for the interviews. For Penetration Testing, Kudelski Security will conduct initial data collection, including: • Information gathering: Gathering open-source information on specific target through usual search engine and social media supports. • Network scan: Scanning of the IPs to find potential services. • Vulnerability scans: Scanning of IPs and web application to find potential flaws and possible attack path. Kudelski Security will conduct remote interviews (using Microsoft Team’s video conferencing) with identified IT/Security roles and analyze information relevant to the engagement objectives. The number of interviews is limited to ten (10) one-hour interviews or two (2) days of workshops. Page 105 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 5 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 4837-1708-7206.3 The interview topic areas are: Topic Area Description • ID. BE - Business Environment • ID.GV - Governance • D.RA - Risk Assessment • ID.RM - Risk Management Strategy • ID.SC - Supply Chain Risk Management • Business perspective discussion (organization mission, critical services, critical infrastructure, and supply chain) • Security policy management • Cybersecurity roles (including third parties) • Legal and regulatory requirements • Risk management program • Risk tolerance • Threat analysis • Supply chain and vendor risk management • ID. AM - Asset Management • Devices and software inventory • Communications and data flows mapping. • External information systems catalog • Cybersecurity roles and responsibilities • PR.AC - Identity Management and Access Control • Use of identities and credentials • Physical access to assets • Remote access • Access Permissions • Network segmentation • Authentication • Access reviews • Least functionality concept • PR.AT - Awareness & Training • User training plan and execution • Training for specialty roles • Third party training • PR.DS - Data Security • Data at rest and in transit • Assets managed, transferred and disposed • Data leakage protection • Integrity checking for software and firmware • Separation of development and testing environments • Technology to protect the network environment Page 106 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 6 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 Topic Area Description • PR.IP - Information Protection Processes and Procedures • PR.MA - Maintenance • PR.PT - Protective Technology • Baseline configurations • Change control • System development life cycle • Backups • Physical operating environment requirements • Data destruction • Vulnerability management • System maintenance • Removable media protection • Audit and logging • Resilience requirements • RC.RP - Recovery Planning • RC.IM - Improvements • RC.CO - Communications • Business continuity plan • Business impact analysis • Disaster recovery planning • Crisis management • DE.AE - Anomalies and Events • DE.CM - Security Continuous Monitoring • DE.DP - Detection Processes • Network operations and data flows • System log management, alerting, and monitoring • Security event detection and analysis • Monitoring plan • Malicious code detection • Vulnerability scanning • RS.RP - Response Planning • RS.CO - Communications • RS.AN - Analysis • RS.MI - Mitigation • RS.IM - Improvements • Incident response plan • Impact analysis • Incident information sharing and notifications • Incident coordination • Containment and remediation • Forensics and evidence collection Phase 3: Penetration Testing (Red Team) Methodology Kudelski Security provides a comprehensive portfolio of manual and automated penetration testing assessments. We do not only scan for vulnerabilities, but also perform manual research and exploitation, using a sequencing approach that groups vulnerabilities to confirm attack vectors. We use the common vulnerability scoring system (CVSS) to classify our findings, and combine it with business-relevant information, such as organizational impact and attack complexity. The outcome is a remediation strategy with actions prioritized according to criticality and impact, remediation, strategy, and criticality/priority. The Kudelski Security team holds globally recognized industry certifications from the SANS Institute and utilizes the well-established OSSTMM (Open-Source Security Testing Methodology Manual) and OWASP (Open Web Application Security Project) methodologies, as well as the principles defined in the OWASP Testing Guide, to structure their service delivery. This process ensures only validated and confirmed results Page 107 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 7 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 4837-1708-7206.3 are reported. Such certifications and methodologies also enable comparison of expertise level and results – even when delivered by organizations other than Kudelski Security. This approach gives our clients a coherent view of their security testing results even when coming from different service providers. Over the course of the engagement, Kudelski Security will provide daily written feedback, including key discovered elements and early or emergency solutions and recommendations. This way, remediation can start even before the delivery of the final report. This advantageous reporting process increases the efficiency and relevance of the tests according to the daily findings. With regards to the final deliverable, it will include both an executive summary and a consolidated recommendations report. Each section includes actionable recommendations, a high-level summary describing the major vulnerabilities sorted by criticality, how they have been discovered and how they could be exploited by a malicious attacker to gather sensitive information. Through the systematic use of the OSSTMM and OWASP methodologies, our team follows a comprehensive framework and delivers comprehensive technical reports which allow for comparing tests results with other pen testers applying these same standards. Kudelski Security will perform the following testing: Page 108 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 8 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 Red Team Exercise The engagement is designed to identify complex vulnerabilities or exposed sensitive information that would not be detected by rudimentary penetration testing or vulnerability scanning. Testing will also uncover system misconfigurations and gaps within physical security which could be leveraged by a skilled threat actor. This comprehensive assessment will be conducted both on-site and remote while primarily utilizing manual exploitation processes. Kudelski Security will also employ the use of custom tools and techniques during this effort. The red team exercise consists of the following tasks: • Pre-Assessment – Kudelski Security will request access to the systems in advance of the test and guide the City through the testing process on a pre-assessment call. • Enumeration – Using open source and passive resources such as DNS, Google, and Bing, Kudelski Security will look for information that that may be helpful to an attacker. • External Network Testing – Kudelski Security will evaluate the environment from the perspective of an attacker who does not have authenticated access to the network and associated resources. • Authentication Testing – Many vulnerabilities result from weaknesses in the authentication process. This phase examines the various authentication mechanisms in place. • On-Site Testing – During this phase of testing Kudelski will utilize techniques to map out and attack the wireless network infrastructure. Additionally, we will perform limited social engineering in an attempt to enable internal network access. • Social Engineering Campaign – Kudelski will leverage various social engineering techniques in the pursuit of enabling remote access to the environment. • Internal Network Testing – Utilize internal access enabled from previous phases of the engagement to move laterally within the environment, seeking out sensitive information while maintaining persistence all the while avoiding detection. • Reporting – Kudelski Security will prepare a report outlining all identified issues, focused on presenting identified vulnerabilities in a manner that facilitates effective remediation. Phase 4: Remote Analysis and Deliverable Development Kudelski Security consultants will work offsite to analyze findings and prepare stated deliverables. The City’s point of contact will need to be available in case any outstanding questions must be addressed while developing the recommendations. Kudelski Security will develop two deliverable documents: • Program Maturity Assessment Report • Read Team Testing Report Kudelski Security will also load the results of the assessment into the City’s instance of Kudelski Security Secure Blueprint platform. Page 109 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 9 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 4837-1708-7206.3 Phase 5: Deliverable Submission and Final Briefing After developing and reviewing the deliverables internally, Kudelski Security will submit to City for review. A final briefing meeting will then be scheduled to walk through the reports. If any changes to the deliverables are requested at this time, Kudelski Security will make those updates and then deliver the final version. The results from the program maturity assessment will be loaded into the Secure Blueprint platform and an onboarding call will be held with the City to walk through the key features of the Secure Blueprint tool. Secure Blueprint includes dashboards to measure cyber program maturity, manage risks, and track security initiatives. Page 110 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 10 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 An Executive Presentation of the results of the maturity assessment and penetration test will be provided remotely. This will provide a high-level summary of the key findings and recommendations from the assessment. The Executive Presentation will be up to 2 hours duration. Page 111 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 11 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 4837-1708-7206.3 SCOPE OF WORK Cybersecurity Program Review Interviews and document review to determine the maturity of the City’s information security program based on NIST Cybersecurity Framework v1.1: • Addresses all 23 categories within NIST CSF Framework • No more than ten (10) x one-hour interviews (or two [2] days of workshops) conducted remotely • City uploads all requested documentation to secure portal • Consolidated report showing maturity of each of 23 NIST CSF categories and associated recommendations • Listing of recommended initiatives to mature security program and/or address any identified risks • One (1) round of reviews of report with City • One (1) executive presentation, not to exceed two (2) hours duration, delivered remotely Penetration Testing • On-Site Penetration Testing o This testing is meant to replicate an unauthorized user attempting to gain access to spaces using methods authorized by the city. o Each facility within scope for testing will have off limits areas that will be provided to KSI prior to testing. o Conducted during normal business hours o Discovery and exploitation of available wireless networks o Limited social engineer and close access techniques to gain access into the facility with the goal of remote network enablement operations o Limited to one (1) week on site • Network Based Penetration Testing o Objective based, offensive operations against the internal and external infrastructure o Internal network access will be enabled through social engineering, exploitation of vulnerable services or through the deployment of a KSI provided device (physical or virtual) o Identify sensitive information within unsecured repositories o Provide insight into misconfigured applications that could potentially be leveraged by an attacker Page 112 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 12 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 Out of Scope • Code Review • Remediation PROJECT MANAGEMENT Kudelski Security will assign a dedicated Project Manager to oversee the engagement from initiation to closure. This Project Manager is responsible for ensuring the engagement runs smoothly and expectations are met. Kudelski Security’s Project Management process is broken down into three (3) high-level activities: project initiation, project execution, and project closure. The key components of each are described in the table below. Project Initiation • Schedule and conduct engagement kick-off meeting. • Review project scope with the team and gain agreement from all parties. • Establish communication plan and templates. • Develop timeline and milestones based on input from the team. • Define team members and schedule resources based on timeline and milestones. • Define metrics for a successful engagement. Project Execution • Provide status updates to Client as agreed upon during project initiation. • Monitor project schedule and budget. • Deliver on the project as outlined during project initiation. Project Closure • Deliver all final documents as agreed upon per the proposal. • Conduct Client feedback session to identify highlights of the project and opportunities for improvement on a go-forward basis. • Coordinate invoicing between Client and Kudelski Security accounting team. Eight-month, unlimited user license to Kudelski Security Secure Blueprint Software-as-a-Service platform. Maturity scores from the assessment and desired scores will be loaded into the City’s Secure Blueprint instance. This SaaS-based software provides the NIST CSF Maturity Dashboards, Initiatives, and Risks. City will have access to use and update these for eight (8) months at no further cost. Following the initial eight-month period, City can purchase a subscription for ongoing use of the Secure Blueprint tool. One (1) onboarding call will be provided to walk through the features of the Secure Blueprint tool. Service support will be available during normal U.S. working hours during the free license period. Page 113 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 13 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 4837-1708-7206.3 Maintaining clear channels of communication will be necessary to ensure any project success. Kudelski Security will conduct status meetings, which may include updates on project status and issues identified and addressed (such as schedule, deliverables, project quality, and team interaction). In addition, Kudelski Security will provide notification of issues requiring Client involvement. Kudelski Security expects that any issues identified will be resolved promptly to avoid impacting the project timelines. ENGAGEMENT CONSIDERATIONS Acknowledgments Client acknowledges that the performance of the services herein may involve the use of techniques and tools including (but not limited to) security vulnerability scanning, penetration testing, static analysis, and manual code review of computer systems, applications, and IT infrastructure. Client duly authorizes Kudelski Security and its agents to conduct security verification activities by using such techniques and tools. Client represents warrants and covenants that it has—and will maintain—the authority to appoint Kudelski Security and that it has the legal right to subject the assets, systems, applications, and infrastructures that are part of the engagement (“the assets”) to the Services and that if it is not the owner of the assets, it has obtained such right from the owner of such assets. Client acknowledges and agrees that Kudelski Security shall not be liable for any and all damages claimed by the owner or right holder of the assets subject to the Services. Client further acknowledges and agrees that: • It has the sole responsibility for the adequate protection and backup of data and assets used in connection with and/or impacted by the Services. Client will, among other measures, set up a backup procedure enabling Client to restore assets and data to the pre-assessment state. • Services may slow or otherwise impact the assets operations. • Services’ results relate to specifically designated techniques and tests and are not meant to provide Client with a comprehensive assessment of all security and configuration issues. • The performance of the Services necessarily requires the use of network tools and techniques designed to identify security vulnerabilities and that it is impossible to identify and eliminate in advance all the risks and consequences involved in the use of these tools and techniques. • The inherent nature of penetration testing cannot guarantee the exposure or detection of all weaknesses or vulnerabilities. Consequently, Kudelski Security provides no warranty or guarantee as to the outcome of the testing or assessment methods and Client knowingly accepts these limitations and risks. This disclaimer is in addition to and not a substitute for any other disclaimers and limitation of liability in this document. Assumptions • Kudelski Security resources will have adequate access to Client employees involved in this engagement, both technical and business, to complete activities in a timely fashion. • Kudelski Security resources will have appropriate access to information, systems and/or networks necessary in performing the engagement. Delays in receiving necessary information may impact the engagement schedule. • Any onsite activities will be conducted during normal business hours and at the Client Address(es) noted herein unless otherwise mutually agreed to. Page 114 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 14 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 • Kudelski Security resources are limited to no more than 15 consecutive hours of work. If additional hours are required, the Project Manager may utilize additional resources (with approval). • Work will not be performed during a recognized holiday unless mutually agreed to in writing. A list of recognized holidays will be provided by Kudelski Security upon request. Scheduling Requirements Kudelski Security cannot schedule services or determine detailed engagement timelines until the SOW is mutually executed. Following SOW signature, Kudelski Security’s Project Management Office (PMO) will contact the Client Designated Engagement Manager (DEM) to set engagement start dates based on then- current scheduling factors for both parties. Kudelski Security is committed to completing the project within a timeframe that is agreed upon during the kickoff meeting. However, engagement start and/or end dates cannot be guaranteed, as many factors outside of Kudelski Security’s control can alter project timelines. Rescheduling or Cancellation Kudelski Security requires one (1) week’s written notice in advance of the engagement start date for cancelling or rescheduling any services. If cancellation or rescheduling occurs with less than one (1) week notice of the scheduled start date, Client agrees to pay a fee of $2,500 per consultant assigned. Any nonrefundable and/or nontransferable reasonable travel expenses will be billed to and paid by Client at. Notices can be sent to: KSIPMO@kudelskisecurity.com. Change Control Kudelski Security will not perform any additional work outside of the scope described in this SOW without a signed Change Order. If unforeseen factors affect the scope or effort of the project, Kudelski Security will provide a Change Order for Client to review and sign before any work outside the original scope is performed or additional expenses are invoiced to Client. The Change Order will specifically address any variance from the original SOW and the associated costs and provide a brief explanation of the requirements for the changes. Deliverable Acceptance All deliverables defined in this SOW are subject to inspection and acceptance by the Client DEM. Client will agree upon and document any specific acceptance criteria with Kudelski Security during the Kickoff Call, prior to commencement of the associated work. Any special requests (such as additional content or non- standard templates) not stated within this SOW will require a Change Order. Kudelski Security will provide for one (1) round of draft review, during which the Client will be given an opportunity to review and comment to ensure a deliverable is complete and accurate and that it meets expectations. Client is responsible for distributing any deliverables to appropriate stakeholders, obtaining feedback, and consolidating that feedback into a single view for Kudelski Security consultants to update appropriately. Kudelski Security will provide the finalized deliverable for Client acceptance or rejection. If the deliverable does not conform to the agreed-upon acceptance requirements, Client shall notify Kudelski Security in writing, setting forth Client rejection and the basis of the nonconformity. Kudelski Security shall correct such nonconformity within a mutually agreeable timeframe. Client will accept or reject the deliverable(s) within five (5) business days of completing each iteration. If Client does not accept or reject the deliverable(s) within this period, the deliverable(s) shall be considered accepted. Page 115 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 15 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 4837-1708-7206.3 Completion and Acceptance Upon completion of the services, (or applicable portion), including any deliverables, Kudelski Security will provide written notification to the Client DEM indicating completion and requesting written acceptance / acknowledgement. Client will promptly review the notification and provide a written response. If this response indicates that Kudelski Security has not satisfactorily completed the services, the parties will discuss or meet and use good faith to resolve the issues. If Client does not respond in writing within ten (10) business days of receipt of Kudelski Security’s notice of completion, then the services are considered accepted. ENGAGEMENT RESPONSIBILITIES Responsibilities of Kudelski Security • Directly manage Kudelski Consultants and Project Managers, excluding any Client-contracted consultants or third parties, unless agreed to in writing. • Follow all reasonably written security rules and procedures provided by Client. • Serve as the primary point of contact for the life of the engagement. • Facilitate the engagement kick-off meeting. • Manage the engagement budget and Change Order process (if needed). • Coordinate Kudelski Security personnel logistics. • Prepare and deliver status reports on regular intervals as mutually agreed to. • Ensure engagement work is completed as agreed upon in the SOW and obtain sign-off. Responsibilities of Client • Provide an employee to serve as “designated engagement manager” (“DEM”). The DEM will be responsible for scheduling Client resources for required meetings, interviews, and other needs deemed necessary to complete the project work as scoped. The DEM will serve as the first point of escalation for any project-related requests or issues. • For any assets that are not hosted or do not belong to the Client, attain written consent from the third party to perform a penetration test on such managed assets prior to the engagement start date. • Provide access with necessary consents, permissions, and authorizations to all proprietary information, hardware and software applications, and other systems necessary, whether owned, leased, or licensed, before starting services and until services are completed, • Execute all data gathering activities in an efficient manner and submit data to Kudelski Security consultants within a commercially reasonable response time. Any delays incurred in acquiring this information may result in the need for a Change Order and rescheduling of the engagement, at the discretion of Kudelski Security. • Provide the necessary staff availability to complete identified tasks and/or to participate in interviews to ensure the agreed upon completion dates, tasks or deliverables. • Provide access to any necessary facility and/or remote access to complete the engagement during normal business hours or other agreed times. • Perform a complete back-up of all data and software prior to the start of services. Page 116 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 16 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 • Client agrees to Kudelski Security’s use of Client as a reference on a case-by-case basis with future Kudelski Security prospective clients. Kudelski Security and Client agree that references will remain private between Kudelski Security, Client, and the prospective client(s) and will not be made public, including but not limited to social media or Kudelski Security’s printed marketing materials without the written consent of Client. CONTACT INFORMATION NAME FUNCTION PHONE EMAIL CLIENT CONTACTS Tim Van Aken Chief Information Security Officer 979-764 3406 tvanaken@cstx.gov KUDELSKI SECURITY CONTACTS Sonja Young Account Manager 512 731 6474 sonja.young@kudelskisecurity.com Troy Dearing Director of Offensive Security Services 480 438 2205 troy.dearing@kudelskisecurity.com Shannon Garcia Head of Offensive Security Services 512 516 5413 shannon.garcia@kudelskisecurity.com Graeme Payne Director of Strategy, Risk & Compliance 404 429 7512 graeme.payne@kudelskisecurity.com Michael Moretina Director, PMO 602-451-7337 michael.moretina@kudelskisecurity.com PRICING Kudelski Security will bill this project on a firm fixed fee basis. All amounts shown in USD currency and exclusive of applicable taxes. SERVICE TOTAL COST Red Team Engagement $90,210.00 Invoicing and Payment • The City will be invoiced for 25% of the Total Cost upon execution of the SOW, 25% upon completion of on-site testing, and the remaining 50% upon submission and City’s Acceptance of the final Findings and Recommendations Report. • Payment terms for all invoices are NET 30 days from date the City receives an invoice. Page 117 of 279 © 2021 Kudelski Security, Inc. Confidential and Proprietary. All Rights Reserved. Services SOW Template v0.6 Page 17 of 17 Red Team Engagement | City of College Station #OP043026 | REQ2244 | Version 7.0 4/28/2021 4837-1708-7206.3 EXECUTION OF SOW This SOW is effective on the date of last signature below. If this SOW is not signed within 60 days of the publish date, all services, terms, and prices herein are subject to change and/or rescoping. NOTE: Client’s access to and use of the Secure Blueprint SaaS Platform (“Secure Blueprint”) is subject to and governed by the Terms of Service found at: https://www.kudelskisecurity.com/secure-blue-print-terms- services. This is a separate and distinct agreement between Client and Kudelski Security. AGREED: Kudelski Security, Inc. City of College Station Authorized Signature Authorized Signature Steve Speidel, Chief Operating Officer City Manager Date Date Page 118 of 279 Contract No. 21300442 Kudelski Technology Services Contract Page | 12 CRC 4-28-2021 Exhibit B Payment Terms Payment is a not to exceed fee in the amount listed in Article II of this Contract. This amount shall be payable by the City pursuant to the schedule listed below and upon completion of the work and written acceptance by the City. The Consultant must submit invoices to the City, accompanied by an explanation of charges, professional fees, work, and expenses. The City will pay such invoices according to its normal payment procedures. Schedule of Payment for each phase: The City will be invoiced for 25% of the Total Cost upon execution of the SOW, 25% upon completion of on-site testing, and the remaining 50% upon submission and City’s Acceptance of the final Findings and Recommendations Report. Invoices are due Net thirty (30) days from the date City receives Consultant’s invoice without any set-off, offset or deduction of any payment not due, or otherwise in the currency indicated on the invoice. Payment of invoices will be through Automated Clearing House (ACH). Contact Consultant at ar@kudelskisecurity.com for further instructions. For Product, Kudelski may invoice Client separately for partial shipments, shipping charges or prepayment of third-party Services. Payment or credit terms are at Consultant 's sole discretion and all Orders are subject to Consultant ‘s credit approval. Any credits provided to Client by Consultant expire if unused within 24 months from the date the credit was issued. If the City defaults on undisputed payment obligations under this Contract or under any applicable SOW, Consultant may stop performing Work and require the City to pre-pay the agreed-upon fixed fee before Consultant re-commencing Work. No delay or omission by Consultant in its exercise of any right with respect to receive payments will operate as a waiver. Page 119 of 279 Quote 12400 Whitewater Dr Suite 100 Minnetonka MN 55343 Quoted To City of College Station Tim VanAken tvanaken@cstx.gov (979) 764-3457 Quote #Q037351 Sales Rep Sonja Rhodes Date 03/19/2021 Phone #5127316474 Expires 05/31/2021 Email sonja.young@kudelskisecurity.com Terms Net 30 Contract #DIR-TSO-4116 Page 1 of 1 Item Qty Description MSRP Discount Unit Price Ext. Price TS Solution Implementation Project Management Hours 1 Red Team Engagement 112,762.50 20.0%90,210.00 90,210.00 Total $90,210.00 All amounts are quoted exclusive of sales tax, shipping and handling charges, and other expenses incident to delivery. Signature below Indicates acceptance of pricing, terms, and conditions of sale of product and services listed above. Authorized Representative Date Page 120 of 279 Contract No. 21300442 Kudelski Technology Services Contract Page | 13 CRC 4-28-2021 Exhibit C Certificates of Insurance Page 121 of 279 04/28/2021 The PLEXUS Groupe LLC 21805 W Field Parkway, Ste 300 Deer Park IL 60010 Certificates (847) 307-6100 (847) 307-6199 certificates@plexusgroupe.com Kudelski Security, Inc. 12400 Whitewater Drive Suite 100 Minnetonka MN 55343 National Fire Insurance Of Hartford 20478 Valley Forge Insurance Company 20508 The Continental Insurance Company 35289 Steadfast Insurance Company 26387 21-22 GL,AL,WC,UMBR, A Y Y 6045632541 01/01/2021 01/01/2022 1,000,000 1,000,000 5,000 1,000,000 2,000,000 2,000,000 B Y Y 6045632586 01/01/2021 01/01/2022 1,000,000 C 10,000 6045632572 01/01/2021 01/01/2022 10,000,000 10,000,000 C Y 6045632555 / 6045632569 - CA 01/01/2021 01/01/2022 1,000,000 1,000,000 1,000,000 D Technology Errors & Omissions Privacy Breach Response EOC 3181726 - 00 01/01/2021 01/01/2022 Each Claim $10,000,000 Aggregate $10,000,000 Retention $250,000 City of College Station, its Officers, Agents, Volunteers, and Employees are named as additional insured under the General Liability and Automobile Liability as required by written contract. The General Liability evidenced is Primary & Non-Contributory where required by written contract with the Named Insured. Waiver of subrogation is granted in favor of the additional insureds as required by written contract with respects to the General Liability, Automobile Liability, and Workers' Compensation. City of College Station Attention: Risk Manager P.O. Box 9960 College Station TX 77842 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY Page 122 of 279 Nagra USA, LLC 00001006 The PLEXUS Groupe LLC 25 Certificate of Liability Insurance: Notes Cyber Coverage Includes: Event Management; Unauthorized Access/use; Computer Virus; Denial of Service Attack; Libel, Cyber-libel, Slander, Product Disparagement; Violation of Right of Privacy; Regulatory Costs; Privacy Costs- Privacy Injury and Identity Theft; Programming Errors & Omissions Liability; Replacement or Restoration of Electronic Data (First Person); Extortion Threats; Business Income and Extra Expense (to $1 million); Public Relations Expense; and Security Breach Expense ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: Page 123 of 279 Nagra USA, LLC 00001006 The PLEXUS Groupe LLC 25 Certificate of Liability Insurance: Notes Locations of Named Insured: - 12400 Whitewater Drive, Suite 100, Minnetonka, MN 55343 - 5500 Interstate N. Parkway, Atlanta, GA 30328 - 14175 Proton Road, Dallas, TX 75244 Policy: Crime Policy Period: 1/01/2021 - 1/01/2022 Policy Number: 8260-5913 Carrier: Federal Insurance Company Limit: Aggregate: $3,000,000 Deductible: $50,000 ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: Page 124 of 279 CNA PARAMOUNT Waiver of Transfer of Rights of Recovery Against Others to the Insurer Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: ANY PERSON OR ORGANIZATION WHOM THE NAMED INSURED HAS AGREED IN WRITING IN A CONTRACT OR AGREEMENT TO WAIVE SUCH RIGHTS OF RECOVERY, BUT ONLY IF SUCH CONTRACT OR AGREEMENT: 1.IS IN EFFECT OR BECOMES EFFECTIVE DURING THE TERM OF THIS COVERAGE PART; AND 2.WAS EXECUTED PRIOR TO THE BODILY INJURY, PROPERTY DAMAGE OR PERSONAL AND ADVERTISING INJURY GIVING RISE TO THE CLAIM. (Information required to complete this Schedule,if not shown above,will be shown in the Declarations.) Under COMMERCIAL GENERAL LIABILITY CONDITIONS,it is understood and agreed that the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended by the addition of the following: With respect to the person or organization shown in the Schedule above,the Insurer waives any right of recovery the Insurer may have against such person or organization because of payments the Insurer makes for injury or damage arising out of the Named Insured’s ongoing operations or your work included in the products-completed operations hazard. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy,unless another effective date is shown below, and expires concurrently with said Policy. 6045632541CNA75008XX(10-16)Policy No: 10Page1 of 1 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415995Page 125 of 279 CNA PARAMOUNT Blanket Additional Insured -Owners,Lessees or Contractors -with Products-Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I.WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part,but only with respect to liability for bodily injury,property damage or personal and advertising injury caused in whole or in part by your acts or omissions,or the acts or omissions of those acting on your behalf: A.in the performance of your ongoing operations subject to such written contract;or B.in the performance of your work subject to such written contract,but only with respect to bodily injury or property damage included in the products-completed operations hazard,and only if: 1.the written contract requires you to provide the additional insured such coverage;and 2.this coverage part provides such coverage. II.But if the written contract requires: A.additional insured coverage under the 11-85 edition,10-93 edition,or 10-01 edition of CG2010,or under the 10- 01 edition of CG2037;or B.additional insured coverage with "arising out of"language;or C.additional insured coverage to the greatest extent permissible by law; then paragraph I.above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part,but only with respect to liability for bodily injury,property damage or personal and advertising injury arising out of your work that is subject to such written contract. III.Subject always to the terms and conditions of this policy,including the limits of insurance,the Insurer will not provide such additional insured with: A.coverage broader than required by the written contract;or B.a higher limit of insurance than required by the written contract. IV.The insurance granted by this endorsement to the additional insured does not apply to bodily injury,property damage,or personal and advertising injury arising out of: A.the rendering of,or the failure to render,any professional architectural,engineering,or surveying services, including: 1.the preparing,approving,or failing to prepare or approve maps,shop drawings,opinions,reports,surveys, field orders,change orders or drawings and specifications;and 2.supervisory,inspection,architectural or engineering activities;or B.any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part. V.Under COMMERCIAL GENERAL LIABILITY CONDITIONS,the Condition entitled Other Insurance is amended to add the following,which supersedes any provision to the contrary in this Condition or elsewhere in this coverage part: 6045632541CNA75079XX(10-16)Policy No: 7Page1 of 2 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415992Page 126 of 279 CNA PARAMOUNT Blanket Additional Insured -Owners,Lessees or Contractors -with Products-Completed Operations Coverage Endorsement Primary and Noncontributory Insurance With respect to other insurance available to the additional insured under which the additional insured is a named insured,this insurance is primary to and will not seek contribution from such other insurance,provided that a written contract requires the insurance provided by this policy to be: 1.primary and non-contributing with other insurance available to the additional insured;or 2.primary and to not seek contribution from any other insurance available to the additional insured. But except as specified above,this insurance will be excess of all other insurance available to the additional insured. VI.Solely with respect to the insurance granted by this endorsement,the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence,Offense,Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1.give the Insurer written notice of any claim,or any occurrence or offense which may result in a claim; 2.send the Insurer copies of all legal papers received,and otherwise cooperate with the Insurer in the investigation, defense,or settlement of the claim;and 3.make available any other insurance,and tender the defense and indemnity of any claim to any other insurer or self-insurer,whose policy or program applies to a loss that the Insurer covers under this coverage part.However, if the written contract requires this insurance to be primary and non-contributory,this paragraph 3.does not apply to insurance on which the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured. VII.Solely with respect to the insurance granted by this endorsement,the section entitled DEFINITIONS is amended to add the following definition: Written contract means a written contract or written agreement that requires you to make a person or organization an additional insured on this coverage part,provided the contract or agreement: A.is currently in effect or becomes effective during the term of this policy;and B.was executed prior to: 1.the bodily injury or property damage;or 2.the offense that caused the personal and advertising injury; for which the additional insured seeks coverage. Any coverage granted by this endorsement shall apply solely to the extent permissible by law. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy,unless another effective date is shown below,and expires concurrently with said Policy. 6045632541CNA75079XX(10-16)Policy No: 7Page2 of 2 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 127 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows.If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision,and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS 1.Additional Insureds 2.Additional Insured -Primary And Non-Contributory To Additional Insured’s Insurance 3.Bodily Injury –Expanded Definition 4.Broad Knowledge of Occurrence/Notice of Occurrence 5.Broad Named Insured 6.Estates,Legal Representatives and Spouses 7.Expected Or Intended Injury –Exception for Reasonable Force 8.In Rem Actions 9.Incidental Health Care Malpractice Coverage 10.Joint Ventures/Partnership/Limited Liability Companies 11.Legal Liability –Damage To Premises 12.Medical Payments 13.Non-owned Aircraft Coverage 14.Non-owned Watercraft 15.Personal And Advertising Injury –Discrimination or Humiliation 16.Personal And Advertising Injury -Limited Contractual Liability 17.Property Damage -Elevators 18.Supplementary Payments 19.Property Damage –Patterns,Molds and Dies 20.Unintentional Failure To Disclose Hazards 21.Waiver of Subrogation –Blanket 6045632541CNA74872XX(1-15)Policy No: 5Page1 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415984Page 128 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement 1.ADDITIONAL INSUREDS a.WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A.through K.below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement,provided such contract or agreement: (1)is currently in effect or becomes effective during the term of this Coverage Part;and (2)was executed prior to: (a)the bodily injury or property damage;or (b)the offense that caused the personal and advertising injury, for which such additional insured seeks coverage. b.However,subject always to the terms and conditions of this policy,including the limits of insurance,the Insurer will not provide such additional insured with: (1)a higher limit of insurance than required by such contract or agreement;or (2)coverage broader than required by such contract or agreement,and in no event broader than that described by the applicable paragraph A.through K.below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. A.Controlling Interest Any person or organization with a controlling interest in a Named Insured,but only with respect to such person or organization’s liability for bodily injury,property damage or personal and advertising injury arising out of: 1.such person or organization’s financial control of a Named Insured;or 2.premises such person or organization owns,maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations,new construction or demolition operations performed by,on behalf of,or for such additional insured. B.Co-owner of Insured Premises A co-owner of a premises co-owned by a Named Insured and covered under this insurance but only with respect to such co-owner’s liability for bodily injury,property damage or personal and advertising injury as co-owner of such premises. C.Grantor of Franchise Any person or organization that has granted a franchise to a Named Insured,but only with respect to such person or organization’s liability for bodily injury,property damage or personal and advertising injury as grantor of a franchise to the Named Insured. D.Lessor of Equipment Any person or organization from whom a Named Insured leases equipment,but only with respect to liability for bodily injury,property damage or personal and advertising injury caused,in whole or in part,by the Named Insured’s maintenance,operation or use of such equipment,provided that the occurrence giving rise to such bodily injury,property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. 6045632541CNA74872XX(1-15)Policy No: 5Page2 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 129 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement E.Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury,property damage or personal and advertising injury arising out of the ownership,maintenance or use of such land,provided that the occurrence giving rise to such bodily injury,property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease.The coverage granted by this paragraph does not apply to structural alterations,new construction or demolition operations performed by,on behalf of,or for such additional insured. F.Lessor of Premises An owner or lessor of premises leased to the Named Insured,or such owner or lessor’s real estate manager,but only with respect to liability for bodily injury,property damage or personal and advertising injury arising out of the ownership,maintenance or use of such part of the premises leased to the Named Insured,and provided that the occurrence giving rise to such bodily injury or property damage,or the offense giving rise to such personal and advertising injury,takes place prior to the termination of such lease.The coverage granted by this paragraph does not apply to structural alterations,new construction or demolition operations performed by,on behalf of,or for such additional insured. G.Mortgagee,Assignee or Receiver A mortgagee,assignee or receiver of premises but only with respect to such mortgagee,assignee or receiver’s liability for bodily injury,property damage or personal and advertising injury arising out of the Named Insured’s ownership,maintenance,or use of a premises by a Named Insured. The coverage granted by this paragraph does not apply to structural alterations,new construction or demolition operations performed by,on behalf of,or for such additional insured. H.State or Governmental Agency or Subdivision or Political Subdivisions –Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization but only with respect to such state or governmental agency or subdivision or political subdivision’s liability for bodily injury,property damage or personal and advertising injury arising out of: 1.the following hazards in connection with premises a Named Insured owns,rents,or controls and to which this insurance applies: a.the existence,maintenance,repair,construction,erection,or removal of advertising signs,awnings, canopies,cellar entrances,coal holes,driveways,manholes,marquees,hoistaway openings,sidewalk vaults,street banners,or decorations and similar exposures;or b.the construction,erection,or removal of elevators;or c.the ownership,maintenance or use of any elevators covered by this insurance;or 2.the permitted or authorized operations performed by a Named Insured or on a Named Insured’s behalf. The coverage granted by this paragraph does not apply to: a.Bodily injury,property damage or personal and advertising injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision;or b.Bodily injury or property damage included within the products-completed operations hazard. With respect to this provision’s requirement that additional insured status must be requested under a written contract or agreement,the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. 6045632541CNA74872XX(1-15)Policy No: 5Page3 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415985Page 130 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement I.Trade Show Event Lessor 1.With respect to a Named Insured’s participation in a trade show event as an exhibitor,presenter or displayer,any person or organization whom the Named Insured is required to include as an additional insured,but only with respect to such person or organization’s liability for bodily injury,property damage or personal and advertising injury caused by: a.the Named Insured’s acts or omissions;or b.the acts or omissions of those acting on the Named Insured’s behalf, in the performance of the Named Insured’s ongoing operations at the trade show event premises during the trade show event. 2.The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products-completed operations hazard. J.Vendor Any person or organization but only with respect to such person or organization’s liability for bodily injury or property damage arising out of your products which are distributed or sold in the regular course of such person or organization's business,provided that: 1.The coverage granted by this paragraph does not apply to: a.bodily injury or property damage for which such person or organization is obligated to pay damages by reason of the assumption of liability in a contract or agreement unless such liability exists in the absence of the contract or agreement; b.any express warranty unauthorized by the Named Insured; c.any physical or chemical change in any product made intentionally by such person or organization; d.repackaging,except when unpacked solely for the purpose of inspection,demonstration,testing,or the substitution of parts under instructions from the manufacturer,and then repackaged in the original container; e.any failure to make any inspections,adjustments,tests or servicing that such person or organization has agreed to make or normally undertakes to make in the usual course of business,in connection with the distribution or sale of the products; f.demonstration,installation,servicing or repair operations,except such operations performed at such person or organization’s premises in connection with the sale of a product; g.products which,after distribution or sale by the Named Insured,have been labeled or relabeled or used as a container,part or ingredient of any other thing or substance by or for such person or organization;or h.bodily injury or property damage arising out of the sole negligence of such person or organization for its own acts or omissions or those of its employees or anyone else acting on its behalf.However,this exclusion does not apply to: (1)the exceptions contained in Subparagraphs d.or f.above;or (2)such inspections,adjustments,tests or servicing as such person or organization has agreed with the Named Insured to make or normally undertakes to make in the usual course of business,in connection with the distribution or sale of the products. 2.This Paragraph J.does not apply to any insured person or organization,from whom the Named Insured has acquired such products,nor to any ingredient,part or container,entering into,accompanying or containing such products. 6045632541CNA74872XX(1-15)Policy No: 5Page4 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 131 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement 3.This Paragraph J.also does not apply: a.to any vendor specifically scheduled as an additional insured by endorsement to this Coverage Part; b.to any of your products for which coverage is excluded by endorsement to this Coverage Part;nor c.if bodily injury or property damage included within the products-completed operations hazard is excluded by endorsement to this Coverage Part. K.Other Person Or Organization /Your Work Any person or organization who is not an additional insured under Paragraphs A.through J.above.Such additional insured is an Insured solely for bodily injury,property damage or personal and advertising injury for which such additional insured is liable because of the Named Insured’s acts or omissions. The coverage granted by this paragraph does not apply to any person or organization: 1.who is specifically scheduled as an additional insured on another endorsement to this Coverage Part;nor 2.for bodily injury or property damage included within the products-completed operations hazard except to the extent all of the following apply: a.this Coverage Part provides such coverage; b.the written contract or agreement described in the opening paragraph of this ADDITIONAL INSUREDS Provision requires the Named Insured to provide the additional insured such coverage;and c.the bodily injury or property damage results from your work that is the subject of the written contract or agreement,and such work has not been excluded by endorsement to this Coverage Part. 2.ADDITIONAL INSURED -PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED’S INSURANCE A.The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non- contributory relative to an additional insured's own insurance,then this insurance is primary,and the Insurer will not seek contribution from that other insurance.For the purpose of this Provision 2.,the additional insured's own insurance means insurance on which the additional insured is a named insured. B.With respect to persons or organizations that qualify as additional insureds pursuant to paragraph 1.K.of this endorsement,the following sentence is added to the paragraph above: Otherwise,and notwithstanding anything to the contrary elsewhere in this Condition,the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3.BODILY INJURY –EXPANDED DEFINITION Under DEFINITIONS,the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury,sickness or disease sustained by a person,including death,humiliation,shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury,sickness or disease. 4.BROAD KNOWLEDGE OF OCCURRENCE/NOTICE OF OCCURRENCE Under CONDITIONS,the condition entitled Duties in The Event of Occurrence,Offense,Claim or Suit Condition is amended to add the following provisions: A.BROAD KNOWLEDGE OF OCCURRENCE 6045632541CNA74872XX(1-15)Policy No: 5Page5 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415986Page 132 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement The Named Insured must give the Insurer or the Insurer’s authorized representative notice of an occurrence, offense or claim only when the occurrence,offense or claim is known to a natural person Named Insured,to a partner,executive officer,manager or member of a Named Insured,or to an employee designated by any of the above to give such notice. B.NOTICE OF OCCURRENCE The Named Insured’s rights under this Coverage Part will not be prejudiced if the Named Insured fails to give the Insurer notice of an occurrence,offense or claim and that failure is solely due to the Named Insured’s reasonable belief that the bodily injury or property damage is not covered under this Coverage Part.However, the Named Insured shall give written notice of such occurrence,offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence,offense or claim. 5.BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3.in its entirety and replace it with the following: 3.Pursuant to the limitations described in Paragraph 4.below,any organization in which a Named Insured has management control: a.on the effective date of this Coverage Part;or b.by reason of a Named Insured creating or acquiring the organization during the policy period, qualifies as a Named Insured,provided that there is no other similar liability insurance,whether primary, contributory,excess,contingent or otherwise,which provides coverage to such organization,or which would have provided coverage but for the exhaustion of its limit,and without regard to whether its coverage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: (a)any partnership or joint venture;or (b)any organization for which coverage is excluded by another endorsement attached to this Coverage Part. For the purpose of this provision,and of this endorsement’s JOINT VENTURES /PARTNERSHIP /LIMITED LIABILITY COMPANIES provision,management control means: A.owning interests representing more than 50%of the voting,appointment or designation power for the selection of a majority of the Board of Directors of a corporation,or the members of the management board of a limited liability company;or B.having the right,pursuant to a written trust agreement,to protect,control the use of,encumber or transfer or sell property held by a trust. 4.With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3.above,this insurance does not apply to: a.bodily injury or property damage that first occurred prior to the date of management control,or that first occurs after management control ceases;nor b.personal or advertising injury caused by an offense that first occurred prior to the date of management control or that first occurs after management control ceases. 5.The insurance provided by this Coverage Part applies to Named Insureds when trading under their own names or under such other trading names or doing-business-as names (dba)as any Named Insured should choose to employ. 6045632541CNA74872XX(1-15)Policy No: 5Page6 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 133 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement 6.ESTATES,LEGAL REPRESENTATIVES,AND SPOUSES The estates,heirs,legal representatives and spouses of any natural person Insured shall also be insured under this policy;provided,however,coverage is afforded to such estates,heirs,legal representatives,and spouses only for claims arising solely out of their capacity or status as such and,in the case of a spouse,where such claim seeks damages from marital community property,jointly held property or property transferred from such natural person Insured to such spouse.No coverage is provided for any act,error or omission of an estate,heir,legal representative,or spouse outside the scope of such person's capacity or status as such,provided however that the spouse of a natural person Named Insured and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with respect to such spouses’acts,errors or omissions in the conduct of the Named Insured’s business. 7.EXPECTED OR INTENDED INJURY –EXCEPTION FOR REASONABLE FORCE Under COVERAGES,Coverage A –Bodily Injury And Property Damage Liability,the paragraph entitled Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace it with the following: This insurance does not apply to: Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the Insured.This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property. 8.IN REM ACTIONS A quasi in rem action against any vessel owned or operated by or for the Named Insured,or chartered by or for the Named Insured,will be treated in the same manner as though the action were in personam against the Named Insured. 9.INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily injury that arises out of a health care incident: A.Under COVERAGES,Coverage A –Bodily Injury And Property Damage Liability,the Insuring Agreement is amended to replace Paragraphs 1.b.(1)and 1.b.(2)with the following: b.This insurance applies to bodily injury provided that the professional health care services are incidental to the Named Insured’s primary business purpose,and only if: (1)such bodily injury is caused by an occurrence that takes place in the coverage territory. (2)the bodily injury first occurs during the policy period.All bodily injury arising from an occurrence will be deemed to have occurred at the time of the first act,error,or omission that is part of the occurrence; and B.Under COVERAGES,Coverage A –Bodily Injury And Property Damage Liability,the paragraph entitled Exclusions is amended to: i.add the following to the Employers Liability exclusion: This exclusion applies only if the bodily injury arising from a health care incident is covered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits). ii.delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: 6045632541CNA74872XX(1-15)Policy No: 5Page7 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415987Page 134 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement Contractual Liability the Insured’s actual or alleged liability under any oral or written contract or agreement,including but not limited to express warranties or guarantees. iii.add the following additional exclusions. This insurance does not apply to: Discrimination any actual or alleged discrimination,humiliation or harassment,that includes but shall not be limited to claims based on an individual’s race,creed,color,age,gender,national origin,religion,disability,marital status or sexual orientation. Dishonesty or Crime Any actual or alleged dishonest,criminal or malicious act,error or omission. Medicare/Medicaid Fraud any actual or alleged violation of law with respect to Medicare,Medicaid,Tricare or any similar federal,state or local governmental program. Services Excluded by Endorsement Any health care incident for which coverage is excluded by endorsement. C.DEFINITIONS is amended to: i.add the following definitions: Health care incident means an act,error or omission by the Named Insured’s employees or volunteer workers in the rendering of: a.professional health care services on behalf of the Named Insured or b.Good Samaritan services rendered in an emergency and for which no payment is demanded or received. Professional health care services means any health care services or the related furnishing of food, beverages,medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required: a.Physician; b.Nurse; c.Nurse practitioner; d.Emergency medical technician; e.Paramedic; f.Dentist; g.Physical therapist; h.Psychologist; i.Speech therapist; j.Other allied health professional;or Professional health care services does not include any services rendered in connection with human clinical trials or product testing. 6045632541CNA74872XX(1-15)Policy No: 5Page8 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 135 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement ii.delete the definition of occurrence and replace it with the following: Occurrence means a health care incident.All acts,errors or omissions that are logically connected by any common fact,circumstance,situation,transaction,event,advice or decision will be considered to constitute a single occurrence; iii.amend the definition of Insured to: a.add the following: •the Named Insured’s employees are Insureds with respect to: (1)bodily injury to a co-employee while in the course of the co-employee’s employment by the Named Insured or while performing duties related to the conduct of the Named Insured’s business;and (2)bodily injury to a volunteer worker while performing duties related to the conduct of the Named Insured’s business; when such bodily injury arises out of a health care incident. •the Named Insured’s volunteer workers are Insureds with respect to: (1)bodily injury to a co-volunteer worker while performing duties related to the conduct of the Named Insured’s business;and (2)bodily injury to an employee while in the course of the employee’s employment by the Named Insured or while performing duties related to the conduct of the Named Insured’s business; when such bodily injury arises out of a health care incident. b.delete Subparagraphs (a),(b),(c)and (d)of Paragraph 2.a.(1)of WHO IS AN INSURED. c.add the following: Insured does not include any physician while acting in his or her capacity as such. D.The Other Insurance condition is amended to delete Paragraph b.(1)in its entirety and replace it with the following: Other Insurance b.Excess Insurance (1)To the extent this insurance applies,it is excess over any other insurance,self insurance or risk transfer instrument,whether primary,excess,contingent or on any other basis,except for insurance purchased specifically by the Named Insured to be excess of this coverage. 10.JOINT VENTURES /PARTNERSHIP /LIMITED LIABILITY COMPANIES WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following: No person or organization is an Insured with respect to: •the conduct of any current or past partnership or joint venture that is not shown as a Named Insured in the Declarations;nor •the conduct of a current or past limited liability company in which a Named Insured’s interest does/did not rise to the level of management control; except that if the Named Insured was a joint venturer,partner,or member of such a limited liability company,and such joint venture,partnership or limited liability company terminated prior to or during the policy period,then such 6045632541CNA74872XX(1-15)Policy No: 5Page9 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415988Page 136 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement Named Insured is an Insured with respect to its interest in such joint venture,partnership or limited liability company but only to the extent that: a.any offense giving rise to personal and advertising injury occurred prior to such termination date, and the personal and advertising injury arising out of such offense,first occurred after such termination date; b.the bodily injury or property damage first occurred after such termination date; and c.there is no other valid and collectible insurance purchased specifically to insure the partnership,joint venture or limited liability company. 11.LEGAL LIABILITY –DAMAGE TO PREMISES A.Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended to delete the first paragraph immediately following subparagraph (6)of the Damage to Property exclusion and replace it with the following: Paragraphs (1),(3)and (4)of this exclusion do not apply to property damage (other than damage by fire, lightning,explosion,smoke or leakage from automatic fire protective systems)to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner,nor to the contents of premises rented to the Named Insured for a period of 7 or fewer consecutive days.A separate limit of insurance applies to Damage To Premises Rented To You as described in LIMITS OF INSURANCE. B.Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following: Exclusions c.through n.do not apply to damage by fire,lightning,explosion,smoke or leakage from automatic fire protective systems to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner,nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in the LIMITS OF INSURANCE Section. C.LIMITS OF INSURANCE is amended to delete Paragraph 6.(the Damage To Premises Rented To You Limit)and replace it with the following: 6.Subject to Paragraph 5.above,(the Each Occurrence Limit),the Damage To Premises Rented To You Limit is the most the Insurer will pay under COVERAGE A for damages because of property damage to: a.any one premises while rented to a Named Insured or temporarily occupied by a Named Insured with the permission of the owner;and b.contents of such premises if the premises is rented to the Named Insured for a period of 7 or fewer consecutive days. The Damage To Premises Rented To You Limit is $500,000.unless a higher Damage to Premises Rented to You Limit is shown in the Declarations. D.The Other Insurance Condition is amended to delete Paragraph b.(1)(a)(ii),and replace it with the following: (ii)That is property insurance for premises rented to a Named Insured,for premises temporarily occupied by the Named Insured with the permission of the owner;or for personal property of others in the Named Insured’s care,custody or control; E.This Provision 11.does not apply if liability for damage to premises rented to a Named Insured is excluded by another endorsement attached to this Coverage Part. 6045632541CNA74872XX(1-15)Policy No: 5Page10 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 137 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement 12.MEDICAL PAYMENTS A.LIMITS OF INSURANCE is amended to delete Paragraph 7.(the Medical Expense Limit)and replace it with the following: 7.Subject to Paragraph 5.above (the Each Occurrence Limit),the Medical Expense Limit is the most the Insurer will pay under Coverage C –Medical Payments for all medical expenses because of bodily injury sustained by any one person.The Medical Expense Limit is the greater of: (1)$15,000 unless a different amount is shown here:;or (2)the amount shown in the Declarations for Medical Expense Limit. B.Under COVERAGES,the Insuring Agreement of Coverage C –Medical Payments is amended to replace Paragraph 1.a.(3)(b)with the following: (b)The expenses are incurred and reported to the Insurer within three years of the date of the accident;and 13.NON-OWNED AIRCRAFT Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft,Auto or Watercraft is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured,provided that: 1.the pilot in command holds a currently effective certificate issued by the duly constituted authority of the United States of America or Canada,designating that person as a commercial or airline transport pilot; 2.the aircraft is rented with a trained,paid crew to the Named Insured;and 3.the aircraft is not being used to carry persons or property for a charge. 14.NON-OWNED WATERCRAFT Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended to delete subparagraph (2)of the exclusion entitled Aircraft,Auto or Watercraft,and replace it with the following. This exclusion does not apply to: (2)a watercraft that is not owned by any Named Insured,provided the watercraft is: (a)less than 75 feet long;and (b)not being used to carry persons or property for a charge. 15.PERSONAL AND ADVERTISING INJURY –DISCRIMINATION OR HUMILIATION A.Under DEFINITIONS,the definition of personal and advertising injury is amended to add the following tort: •Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. B.Under COVERAGES,Coverage B –Personal and Advertising Injury Liability,the paragraph entitled Exclusions is amended to: 1.delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following: This insurance does not apply to: 6045632541CNA74872XX(1-15)Policy No: 5Page11 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415989Page 138 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising injury.This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person,but only if such discrimination or humiliation is not done intentionally by or at the direction of: (a)the Named Insured;or (b)any executive officer,director,stockholder,partner,member or manager (if the Named Insured is a limited liability company)of the Named Insured. 2.add the following exclusions: This insurance does not apply to: Employment Related Discrimination Discrimination or humiliation directly or indirectly related to the employment,prospective employment,past employment or termination of employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale,rental,lease or sub-lease or prospective sale,rental, lease or sub-lease of any room,dwelling or premises by or at the direction of any Insured. Notwithstanding the above,there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination. The coverage provided by this PERSONAL AND ADVERTISING INJURY –DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an Insured derives solely from •Provision 1.ADDITIONAL INSURED of this endorsement;or •attachment of an additional insured endorsement to this Coverage Part. 16.PERSONAL AND ADVERTISING INJURY -LIMITED CONTRACTUAL LIABILITY A.Under COVERAGES,Coverage B –Personal and Advertising Injury Liability,the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability Personal and advertising injury for which the Insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages: (1)that the Insured would have in the absence of the contract or agreement;or (2)assumed in a contract or agreement that is an insured contract provided the offense that caused such personal or advertising injury first occurred subsequent to the execution of such insured contract.Solely for the purpose of liability assumed in an insured contract,reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an Insured are deemed to be damages because of personal and advertising injury provided: (a)liability to such party for,or for the cost of,that party's defense has also been assumed in such insured contract;and (b)such attorney fees and litigation expenses are for defense of such party against a civil or alternative dispute resolution proceeding in which covered damages are alleged. 6045632541CNA74872XX(1-15)Policy No: 5Page12 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 139 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement B.Solely for the purpose of the coverage provided by this paragraph,DEFINITIONS is amended to delete the definition of insured contract in its entirety,and replace it with the following: Insured contract means that part of a written contract or written agreement pertaining to the Named Insured’s business under which the Named Insured assumes the tort liability of another party to pay for personal or advertising injury arising out of the offense of false arrest,detention or imprisonment.Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. C.Solely for the purpose of the coverage provided by this paragraph,the following changes are made to the Section entitled SUPPLEMENTARY PAYMENTS –COVERAGES A AND B: 1.Paragraph 2.d.is replaced by the following: d.The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no conflict appears to exist between the interests of the Insured and the interests of the indemnitee; 2.The first unnumbered paragraph beneath Paragraph 2.f.(2)(b)is deleted and replaced by the following: So long as the above conditions are met,attorneys fees incurred by the Insurer in the defense of that indemnitee,necessary litigation expenses incurred by the Insurer,and necessary litigation expenses incurred by the indemnitee at the Insurer’s request will be paid as defense costs.Notwithstanding the provisions of Paragraph e.(2)of the Contractual Liability exclusion (as amended by this Endorsement),such payments will not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. D.This PERSONAL AND ADVERTISING INJURY -LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B –Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. 17.PROPERTY DAMAGE –ELEVATORS A.Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3),(4)and (6)of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B.Solely for the purpose of the coverage provided by this PROPERTY DAMAGE –ELEVATORS Provision,the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance,whether primary,excess,contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 18.SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS –COVERAGES A AND B is amended as follows: A.Paragraph 1.b.is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit;and B.Paragraph 1.d.is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000.limit. 19.PROPERTY DAMAGE -PATTERNS MOLDS AND DIES Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended to delete subparagraphs (3)and (4)of the Exclusion entitled Damage to Property,but only with respect to patterns,molds or dies that are in the care,custody or control of the Insured,and only if such patterns, molds or dies are not being used to perform operations at the time of loss.A limit of insurance of $25,000 per policy period applies to this PROPERTY DAMAGE -PATTERNS MOLDS AND DIES coverage,and this limit: 6045632541CNA74872XX(1-15)Policy No: 5Page13 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415990Page 140 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement A.is included within the General Aggregate Limit as described in LIMITS OF INSURANCE;and B.applies excess over any valid and collectible property insurance available to the Insured,including any deductible applicable to such insurance;the Other Insurance condition is changed accordingly. 20.UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured’s Coverage Part,the Insurer will not deny coverage under this Coverage Part because of such failure. 21.WAIVER OF SUBROGATION -BLANKET Under CONDITIONS,the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1.the Named Insured’s ongoing operations;or 2.your work included in the products-completed operations hazard. However,this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement,and only if such contract or agreement: 1.is in effect or becomes effective during the term of this Coverage Part;and 2.was executed prior to the bodily injury,property damage or personal and advertising injury giving rise to the claim. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy,unless another effective date is shown below,and expires concurrently with said Policy. 6045632541CNA74872XX(1-15)Policy No: 5Page14 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 141 of 279 Business Auto Policy Policy Endorsement WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: NAGRA USA, LLC Endorsement Effective Date: 01/01/2021 SCHEDULE Name(s) Of Person(s) Or Organization(s): ANY PERSON OR ORGANIZATION FOR WHOM OR WHICH YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO OBTAIN THIS WAIVER FROM US. YOU MUST AGREE TO THAT REQUIREMENT PRIOR TO LOSS. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. BUA 6045632586 Endorsement No: 8; Page: 1 of 1 Policy Page: 51 of 137 Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: CA 04 44 10 13 Endorsement Effective Date: Policy No: Policy Effective Date: 01/01/2021Endorsement Expiration Date: © Copyright Insurance Services Office, Inc., 2011 Page 142 of 279 Business Auto Policy Policy Endorsement LESSOR - ADDITIONAL INSURED AND LOSS PAYEE THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: NAGRA USA, LLC Endorsement Effective Date: 01/01/2021 SCHEDULE Insurance Company: Valley Forge Insurance Company Policy Number: 6045632586 Effective Date: 01/01/2021 Expiration Date: 01/01/2022 Named Insured: NAGRA USA, LLC Address: 5090 N 40TH ST PHOENIX, AZ 85018-2111 Additional Insured (Lessor): Address: Designation Or Description Of "Leased Autos": Coverages Limit Of Insurance Liability $1,000,000 Each"Accident" Comprehensive Actual Cash Value Or Cost Of Repair, Whichever Is Less, Minus $1,000 Deductible For Each Covered "Leased Auto" Collision Actual Cash Value Or Cost Of Repair, Whichever Is Less, Minus $1,000 Deductible For Each Covered "Leased Auto" Specified Causes Of Loss Actual Cash Value Or Cost Of Repair, Whichever Is Less, Minus Deductible For Each Covered "Leased Auto" BUA 6045632586 Endorsement No: 9; Page: 1 of 2 Policy Page: 52 of 137 Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: CA 20 01 10 13 Endorsement Effective Date: Policy No: Policy Effective Date: 01/01/2021Endorsement Expiration Date: © Copyright Insurance Services Office, Inc., 2011 Page 143 of 279 Workers Compensation And Employers Liability Insurance Policy Endorsement WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Any person or organization for which the employer has agreed by written contract, executed prior to loss, may execute a waiver of subrogation. However, for purposes of work performed by the employer in Missouri, this waiver of subrogation does not apply to any construction group of classifications as designated by the waiver of right to recover from others (subrogation) rule in our manual. Schedule Any Person or Organization on whose behalf you are required to obtain this waiver of our right to recover from under a written contract or agreement. The premium charge for the endorsement is reflected in the Schedule of Operations. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. WC 6 45632555 Endorsement No: 4; Page: 1 of 1 Policy Page: 164 of 248 Underwriting Company: The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: WC 00 03 13 (04-1984) Endorsement Effective Date: Policy No: Policy Effective Date: 01/01/2021Endorsement Expiration Date: Copyright 1983 National Council on Compensation Insurance.Page 144 of 279 Workers Compensation And Employers Liability Insurance Policy Endorsement BLANKET WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS This endorsement changes the policy to which it is attached. It is agreed that Part One - Workers’ Compensation Insurance G. Recovery From Others and Part Two - Employers’ Liability Insurance H. Recovery From Others are amended by adding the following: We will not enforce our right to recover against persons or organizations. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) PREMIUM CHARGE - Refer to the Schedule of Operations The charge will be an amount to which you and we agree that is a percentage of the total standard premium for California exposure. The amount is 2%. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. WC 6 45632569 Endorsement No: 2; Page: 1 of 1 Policy Page: 32 of 46 Underwriting Company: American Casualty Company of Reading, Pennsylvania, 151 N Franklin St, Chicago, IL 60606 Form No: G-19160-B (11-1997) Endorsement Effective Date: Policy No: Policy Effective Date: 01/01/2021Endorsement Expiration Date: © Copyright CNA All Rights Reserved.Page 145 of 279 CONTRACT & AGREEMENT ROUTING FORM __Original(s) sent to CSO on _____ Scanned into Laserfiche on _________ ____Original(s) sent to Fiscal on ________ CONTRACT#: _______ PROJECT#: _________ BID/RFP/RFQ#: _______ Project Name / Contract Description: _____________________________________________________ ____________________________________________________________ Name of Contractor: ____________________________________________________________ CONTRACT TOTAL VALUE: $ _________________ Grant Funded Yes No If yes, what is the grant number: Debarment Check Yes No N/A Davis Bacon Wages Used Yes No N/A Section 3 Plan Incl. Yes No N/A Buy America Required Yes No N/A Transparency Report Yes No N/A NEW CONTRACT RENEWAL # _____ CHANGE ORDER # _____ OTHER ______________ BUDGETARY AND FINANCIAL INFORMATION (Include number of bids solicited, number of bids received, funding source, budget vs. actual cost, summary tabulation) ___________________________________________________________________________________________ ___________________________________________________________________________________________ (If required)* CRC Approval Date*: __________ Council Approval Date*: ____________ Agenda Item No*: ______ --Section to be completed by Risk, Purchasing or City Secretary’s Office Only— Insurance Certificates: ______ Performance Bond: ________ Payment Bond: ________ Info Tech: _______ SIGNATURES RECOMMENDING APPROVAL __________________________________________ _________________________________ DEPARTMENT DIRECTOR/ADMINISTERING CONTRACT DATE __________________________________________ _________________________________ LEGAL DEPARTMENT DATE __________________________________________ _________________________________ ASST CITY MGR – CFO DATE APPROVED & EXECUTED __________________________________________ _________________________________ CITY MANAGER DATE __________________________________________ _________________________________ MAYOR (if applicable) DATE __________________________________________ _________________________________ CITY SECRETARY (if applicable) DATE Page 146 of 279 Non-Disclosure Agreement Rev. 11.17 Page 1 MUTUAL NON-DISCLOSURE AGREEMENT This Agreement is entered into between The City of College Station, a Texas Home Rule Municipal Corporation, having its principal address at PO Box 9960 1101 Texas Ave., College Station, TX 77842and Kudelski Security, Inc., on behalf of itself and its Affiliated Companies, having its principal U.S. office at 5090 N. 40th Street, Suite 450, Phoenix, AZ 85018. For the purpose of this Agreement, "Affiliated Company" means any legal entity that a Party controls, that controls a Party, or with which it is under common control at the time of the disclosure of the Confidential Information and for so long as such control exists. Control is deemed to happen by exercising 50% or more of the voting rights. 1. Purpose The Parties wish to explore opportunities of mutual interest concerning each Party’s business, operations, products, projects and/or proprietary technology (“Purpose”). In connection with such Purpose, Confidential Information (as defined below) may be provided by a Party (the “Providing Party”) to the other Party (the “Receiving Party”). This Agreement is intended to allow both Parties to have open discussions regarding the Purpose, while still affording complete protection of the Providing Party’s Confidential Information against disclosure or unauthorized use. Written agreements regarding authorized disclosures or use of the Providing Party’s Confidential Information may, but need not, be entered into between the Parties in the future. 2. Definition “Confidential Information” means any information relating to (i) the Providing Party’s technology and products, solutions and services used, provided and/or owned by the Providing Party, including without limitation, technical data, trade secrets, know-how, research, product plans, ideas or concepts, software, hardware, inventions, patent applications, techniques, processes, developments, algorithms, formulas, designs, schematics, drawings and hardware configuration information (collectively, “Technical Information”), (ii) the Providing Party’s operations, business and financial results or financial plans or strategies, including but not limited to customers, customer lists, markets, financial statements and projections, product pricing, marketing information, financial or other strategic business, plans or information (collectively, “Business Information”), and /or (iii) any third party information of a similar nature as described in clauses (i) and (ii), in each case that is disclosed to the Receiving Party by the Providing Party either directly or indirectly, in writing, orally or by drawings or inspection of samples, equipment or facilities. 3. Non-Disclosure of Confidential Information The Receiving Party agrees not to use any Confidential Information disclosed to it by the Providing Party for any other reason except for the Purpose. The Receiving Party shall not permit any employee, consultant or third party to translate, reverse engineer, disassemble, decompile, recompile, update or modify any software and/or hardware part of Confidential Information without the prior express written consent of the Providing Party. The Receiving Party will not disclose any Confidential Information of the Providing Party to third parties, to employees or consultants of the Receiving Party, except to its employees or consultants who are required to have the information in order to carry out the discussions relating to the Purpose. As an express condition to any disclosure of Page 147 of 279 Non-Disclosure Agreement Rev. 11.17 Page 2 Confidential Information, the Receiving Party will advise its employees or consultants who have access to the Providing Party’s Confidential Information of their confidentiality obligations under this Agreement and, upon request at any time, will promptly notify the Providing Party in writing of the name of each such employee or consultant. The Receiving Party shall be liable to Providing Party for all breaches by the persons who will be given access to the Confidential Information by the Receiving Party. The Receiving Party agrees that it will take all reasonable measures to protect the secrecy of and avoid disclosure and/or use of Confidential Information of the Providing Party in order to prevent it from falling into the public domain or the possession of persons other than those persons authorized hereunder to have any such Confidential Information, which measures shall include the highest degree of care that the Receiving Party utilizes to protect its own Confidential Information of a similar nature, but in any event not less than a reasonable degree of care. The Receiving Party agrees to notify the Providing Party promptly in writing of any misuse or misappropriation of Confidential Information of the Providing Party that may come to the Receiving Party’s attention. 4. Ownership 4.1. Unless stated otherwise, all Confidential Information disclosed under this Agreement (including information contained in computer software or held in electronic storage media) shall be deemed to be and remain the property of the Providing Party. 4.2. If any specific rules apply with respect to the use of the Confidential Information, the Providing Party shall so inform the Receiving Party in writing. The Receiving Party shall agree to abide by these rules. 5. Return of Materials 5.1. All materials and documents that have been furnished by the Providing Party to the Receiving Party (and any copies, compilations, summaries, analyses, or other documents containing or reflecting the Receiving Party’s use of the Providing Party’s Confidential Information) will be promptly returned or destroyed, at the discretion of the Providing Party, at any time upon the Providing Party’s written request during the term of the Agreement and/or upon the termination or expiration of this Agreement, except that such obligation shall not apply to electronic files that are retained by Receiving Party in accordance with its general archival policy undertaken in the ordinary course of business, provided that such files remain confidential in accordance with the provisions of this Agreement. 5.2. In the case of destruction of the Confidential Information as provided in Article 5.1, the Receiving Party shall confirm said destruction in writing within three (3) calendar days after the request of the Providing Party. 6. No license Nothing in this Agreement shall be construed as granting any rights to the Receiving Party under any patent or copyright, nor shall this Agreement be construed to grant the Receiving Party any rights in or to the Providing Party’s Confidential Information, except the limited right to review such Confidential Information solely for the Purpose. 7. No warranty All Confidential Information made available by a Party or exchanged between the Parties pursuant to this Agreement shall be provided on an “as is” basis, without any warranty or Page 148 of 279 Non-Disclosure Agreement Rev. 11.17 Page 3 indemnity whatsoever, whether express, implied or otherwise, regarding its accuracy, completeness or otherwise, and Providing Party shall not be liable for any direct or indirect, special, incidental, consequential or other damages resulting from the use by the Receiving Party of the Confidential Information disclosed under this Agreement. 8. Limitations 8.1. The foregoing obligations shall not apply to any information that: 8.1.1. is in, or becomes part of the public domain without violation of this Agreement; 8.1.2. is subject to disclosure under the Texas Public Information Act; 8.1.3. was in the Receiving Party’s possession without an obligation of confidentiality prior to receipt from the Providing Party; 8.1.4. is legally obtained by the Receiving Party from a third party without an obligation of confidentiality; 8.1.5. is independently developed by the Receiving Party as demonstrated by written records, completely independent of any such disclosure by the Providing Party; 8.1.6. is approved for release by express written agreement of the Providing Party; 8.1.7. is required to be disclosed in order to comply with a judicial order or decree, or request of an arbitral court, provided that the Receiving Party shall use its best efforts to maintain the confidentiality of the Confidential Information, e.g. by asserting in such action any applicable privileges, and shall, immediately after gaining knowledge or receiving notice of such action, notify the Providing Party thereof and give both Parties the opportunity to seek any other legal remedies so as to maintain such Confidential Information in confidence. 8.2. The above exceptions have to be evidenced by the Receiving Party. 8.3. If only a portion of the Confidential Information falls under any of the above exceptions, then only that portion of the Confidential Information shall be excluded from the use and disclosure restrictions of this Agreement. 9. Miscellaneous 9.1. This Agreement shall be binding upon and for the benefit of the undersigned Parties, their successors and assigns subject to Article 11. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. 9.2. Each Party shall be free to: - continue its own independent development projects and programs, if any, even if identical or similar in nature to the subject matter of the Purpose, provided that such projects and programs do not use, involve or reference the other Party’s Confidential Information; and - purchase from or obtain products and services provided by third parties without use of the other Party’s Confidential Information. 9.3. Except as may be required by law, neither Party will, without the prior written consent of the other Party, in any way or form disclose to any third party the fact that discussions concerning the Purpose are taking place between the Parties. Furthermore, the existence and content of this Agreement shall be treated as Confidential Information. Page 149 of 279 Non-Disclosure Agreement Rev. 11.17 Page 4 9.4. Either Party shall have the right to refuse the disclosure of further information under this Agreement at any time, and nothing herein shall obligate either Party to furnish any particular information. 9.5. Neither Party shall have any obligation to enter into further agreements with the other Party and/or to purchase from or provide to the other Party any service or product. The provision of Confidential Information shall not result in any obligation to grant the Receiving Party rights therein other than as expressly stated in this Agreement. 10. Validity and Term 10.1. This Agreement shall be effective as of the date of first communication of Confidential Information from a Providing Party to a Receiving Party or of the signature of both Parties below, whichever is earlier, and shall continue until terminated by either Party. Such termination shall be effective after three (3) months written notice. Notwithstanding the foregoing, the rights and obligations stated in this Agreement shall survive the termination of this Agreement for a period of ten (10) years (“Survival Period”); provided, however, that with respect to any Confidential Information that constitutes a trade secret, such rights and obligations shall remain in effect after the survival period for so long as the trade secret remains a trade secret under applicable law. 10.2. In the case where during the term of this Agreement an Affiliated Company ceases to be an Affiliated Company, then the Agreement shall be considered as terminated for such Affiliated Company and the Survival Period shall start for such Affiliated Company upon the date on which such Affiliated Company is no longer an Affiliated Company. 11. Assignment This Agreement shall not be assigned by either Party without the prior written consent of the other. 12. Remedies Each Party understands that any violation of this Agreement may cause the other Party immediate and irreparable harm 13. Entire Agreement 13.1 This Agreement represents the entire understanding of the Parties and supersedes all prior communications, agreements and understandings concerning the scope of this Agreement. The provisions of this Agreement may not be modified, amended, or waived, except by a written instrument duly executed by the Parties. This requirement of written form can only be waived in writing. 13.2. This Agreement may be executed in two or more counterparts. The Parties hereby agree and acknowledge that for the purposes of this Agreement, reproductions of such counterparts or of the Agreement itself, by reliable means shall be deemed an original as against any Party whose signature appears thereon. 14. Governing law and Jurisdiction 14.1. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, County of Brazos, without regard to any conflicts or choice of law principles that might otherwise apply, and any litigation arising out of or in connection in any way with this Agreement shall take place in a State or Federal court of competent jurisdiction in Texas. Page 150 of 279 Non-Disclosure Agreement Rev. 11.17 Page 5 IN WITNESS WHEREOF, each of the Parties hereto has caused this Agreement to be executed by its duly authorized representative(s). City of College Station For KUDELSKI SECURITY, INC. By: By: Title: City Manager Steve Speidel Date: Chief Operating Officer Date: Page 151 of 279 CONTRACT & AGREEMENT ROUTING FORM __Original(s) sent to CSO on _____ Scanned into Laserfiche on _________ ____Original(s) sent to Fiscal on ________ CONTRACT#: _______ PROJECT#: _________ BID/RFP/RFQ#: _______ Project Name / Contract Description: _____________________________________________________ ____________________________________________________________ Name of Contractor: ____________________________________________________________ CONTRACT TOTAL VALUE: $ _________________ Grant Funded Yes No If yes, what is the grant number: Debarment Check Yes No N/A Davis Bacon Wages Used Yes No N/A Section 3 Plan Incl. Yes No N/A Buy America Required Yes No N/A Transparency Report Yes No N/A NEW CONTRACT RENEWAL # _____ CHANGE ORDER # _____ OTHER ______________ BUDGETARY AND FINANCIAL INFORMATION (Include number of bids solicited, number of bids received, funding source, budget vs. actual cost, summary tabulation) ___________________________________________________________________________________________ ___________________________________________________________________________________________ (If required)* CRC Approval Date*: __________ Council Approval Date*: ____________ Agenda Item No*: ______ --Section to be completed by Risk, Purchasing or City Secretary’s Office Only— Insurance Certificates: ______ Performance Bond: ________ Payment Bond: ________ Info Tech: _______ SIGNATURES RECOMMENDING APPROVAL __________________________________________ _________________________________ DEPARTMENT DIRECTOR/ADMINISTERING CONTRACT DATE __________________________________________ _________________________________ LEGAL DEPARTMENT DATE __________________________________________ _________________________________ ASST CITY MGR – CFO DATE APPROVED & EXECUTED __________________________________________ _________________________________ CITY MANAGER DATE __________________________________________ _________________________________ MAYOR (if applicable) DATE __________________________________________ _________________________________ CITY SECRETARY (if applicable) DATE Page 152 of 279 Contract No. 21300441 Kudelski Technology Services Contract Page | 1 CRC 4-28-2021 TECHNOLOGY SERVICES CONTRACT This Contract is by and between the City of College Station, a Texas Municipal Home- Rule Corporation (the “City”) and Kudelski Security, Inc., a Minnesota Corporation (the “Consultant”), whereby Consultant agrees to perform and the City agrees to pay for the work described herein. ARTICLE I SCOPE OF SERVICE 1.01 This Contract is for Falcon Complete Subscription with Threat Graph Standard (the “Project”). The Master Purchase Agreement, scope and details of the work to be provided to the City by Consultant for the Project are set forth in Exhibit “A” to this Contract and are incorporated as though fully set forth herein by reference (the “Work”). Consultant agrees to perform or cause the performance of all the work described in Exhibit “A.” 1.02 Consultant agrees to perform the work described in Exhibit “A” hereto and the City agrees to pay Consultant a fee based on the terms and rates set forth in Exhibit “B” to this Contract for the Work performed by Consultant. The invoices shall be submitted to the City in accordance with the invoicing schedule in Exhibit B. The payment terms are net payable within thirty (30) calendar days of the City’s receipt of the invoice. Upon termination of this Contract, payments under this paragraph shall cease, provided, however, that Consultant shall be entitled to payments for work performed in accordance with this Contract before the date of termination and for which Consultant has not yet been paid. ARTICLE II PAYMENT 2.01 Notwithstanding the provisions of Section 2.01, the total amount of payment, including reimbursements, by the City to Consultant for all Work to be performed under this Contract may not, under any circumstances, exceed Two Hundred Sixty-Four Thousand Six Hundred Ninety and 00/100 Dollars ($264,690.00) for the first term and two renewals for a total of three years ($88,230.00 annually). ARTICLE III CHANGE ORDERS 3.01 The City may from time to time request changes in the scope and focus of the Work to be conducted by Consultant pursuant to this Contract, provided, however, that any such change that in the opinion of Consultant, the City Manager, or the City’s Project Manager varies significantly from the scope of the work set out herein and would entail an increase in cost or expense to the City shall be mutually agreed upon in advance in writing by Consultant and the City’s Project Manager. (a) When the original Contract amount plus all change orders is $100,000 or less, the City Manager or his designee may approve the written change order provided the Page 153 of 279 Contract No. 21300441 Kudelski Technology Services Contract Page | 2 CRC 4-28-2021 change order does not increase the total amount set forth in the Contract to more than $100,000. For such contracts, when a change order results in a total contract amount that exceeds $100,000, the City Council of the City must approve such change order prior to commencement of the services or work; and (b) When the original contract amount plus all change orders is greater than $100,000, the City Manager or his designee may approve the written change order provided the change order does not exceed $50,000, and provided the sum of all change orders does not exceed 25% of the original contract amount. For such contracts, when a change order exceeds $50,000 or when the sum of all change orders exceeds 25% of the original contract amount, the City Council of the City must approve such change order prior to commencement of the services or work. Thereafter, any additional change orders exceeding $50,000 or any additional change orders totaling 25 percent following such council approval, must be approved by City Council; and (c) Any request by the Consultant for an increase in the Scope of Work and an increase in the amount listed in paragraph two of this Contract shall be made and approved by the City prior to the Consultant providing such work or the right to payment for such additional work shall be waived. Except as otherwise expressly set forth in this Contract, if there is a dispute between the Consultant and the City respecting any service provided or to be provided hereunder by the Consultant, including a dispute as to whether such Work is additional to the Scope of Work included in this Contract, the Consultant agrees to continue providing on a timely basis all work to be provided by the Consultant hereunder. ARTICLE IV TIME OF PERFORMANCE 4.01 Except as provided in Article XI hereinbelow, the term of this Contract shall be for one (1) year from the effective date of this Contract. Thereafter, upon the mutual consent of both parties, including budget approval by the City, this Contract may be renewed on an annual basis, under the same terms and conditions, for up to two (2) additional years (three (3) years total). If, for any reason, funds are not appropriated to continue the contract, the contract shall become null and void and shall terminate. 4.02 Time is of the essence of this Contract. The Consultant shall be prepared to provide the Work in the most expedient and efficient manner possible in order to complete the work by the times specified. 4.03 Consultant promises to work closely with the City Manager or his designee (the "Project Manager") or other appropriate City officials. Consultant agrees to perform any and all Project- related tasks in order to complete the Work to be performed. The Work of Consultant under this Contract may be authorized by the Project Manager in various phases as set forth in Exhibit “A.” Page 154 of 279 Contract No. 21300441 Kudelski Technology Services Contract Page | 3 CRC 4-28-2021 ARTICLE V INDEPENDENT CONTRACTOR AND NONSOLICITATION 5.01 Independent Contractor. In all activities or work performed hereunder, the Consultant is an independent contractor and not an agent or employee of the City. The Consultant, as an independent contractor, shall be responsible for the final product contemplated under this Contract. Except for materials furnished by the City, the Consultant shall supply all materials, equipment and labor required for the execution of the Work on the Project. The Consultant shall have ultimate control over the execution of the Work under this Contract. The Consultant shall have the sole obligation to employ, direct, control, supervise, manage, discharge, and compensate all of its employees and subcontractors, and the City shall have no control of or supervision over the employees of the Consultant or any of the Consultant's subcontractors except to the limited extent provided for in this Contract. Consultant shall be liable for any misrepresentations. Any negotiations by the Consultant on the City’s behalf are binding on the City only when within the Scope of Work contained herein and approved by the City. ARTICLE VI AUTHORIZATION 6.01 The City shall direct Consultant to commence Work on the Project by sending Consultant a "letter of authorization" concurrently with Contract Execution to begin Work on the Project. 6.02 Upon receipt of the letter of authorization to begin Work on the implementation of the Project, Consultant shall meet with the City for the purpose starting the Project and coordinating tasks in the Statement of Work. 6.03 Consultant shall consult with the City and may, in some limited circumstances, act as the City’s representative, but it is understood and agreed by the parties that for all purposes related to this Contract, Consultant shall be an independent consultant at all times and is not to be considered either an agent or an employee of the City. ARTICLE VII WARRANTY 7.01 Consultant shall keep the City informed of the progress of the Work and shall guard against any defects or deficiencies in the work. ARTICLE VIII INDEMNIFICATION AND RELEASE 8.01 Indemnity. The Consultant agrees to indemnify, defend, and hold harmless the City, its officers, employees, volunteers and agents (separately and collectively referred to in this paragraph as “Indemnitee”), from and against any and all third party claims, losses, damages, causes of action, suits, judgments, and liability of every kind, including all expenses Page 155 of 279 Contract No. 21300441 Kudelski Technology Services Contract Page | 4 CRC 4-28-2021 of litigation, court costs, attorney's fees, and other reasonable costs for damage to or loss of use of any property, for injuries to, or sickness or death of any person, including but not limited to Consultant, any of its subconsultants of any tier, or of any employee or invitee of Consultant or of any such subconsultants, that is caused by, arises out of, related to, or in connection with, the negligence of and/or negligent performance of this Contract by Consultant or by any such subconsultants of any tier, under this Contract. There shall be no additional indemnification other than as set forth in this section. All other provisions regarding the same subject matter shall be declared void and of no effect. 8.02 It is agreed with respect to any legal limitations now or hereafter in effect and affecting the validity or enforceability of the indemnification obligation under Paragraph 8.01, such legal limitations are made a part of the indemnification obligation and shall operate to amend the indemnification obligation to the minimum extent necessary to bring the provision into conformity with the requirements of such limitations, and as so modified, the indemnification obligation shall continue in full force and effect. 8.03 Release. The Consultant releases, relinquishes, and discharges the City, its officers, agents, volunteers and employees from all claims, demands, and causes of action of every kind and character, including the cost of defense thereof, for any injury to, sickness or death of the Consultant or its employees and any loss of or damage to any property of the Consultant or its employees that is caused by or alleged to be caused by, arises out of, or is in connection with the Consultant's performance of the work to be performed hereunder. Both the City and the Consultant expressly intend that this release shall apply regardless of whether said claims, demands, and causes of action are covered, in whole or in part, by insurance and in the event of injury, sickness, death, loss, or damage suffered by the Consultant or its employees, but not otherwise, this release shall not apply to the extent such loss, damage, injury, or death was caused in whole or in part by the City, any other party released hereunder, the Consultant, or any third party. There shall be no additional release or hold harmless provision other than as set forth in this section. All other provisions regarding the same subject matter shall be declared void and of no effect. ARTICLE IX INSURANCE 9.01 General. The Consultant shall procure and maintain at its sole cost and expense for the duration of this Contract insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, volunteers, employees or subconsultants. The policies, limits and endorsements required are as set forth below: 9.02 Types. During the term of this Contract Consultant’s insurance policies shall meet the minimum requirements of this section. (a) Commercial General Liability. (b) Business Automobile Liability. (c) Workers' Compensation/Employer’s Liability. Page 156 of 279 Contract No. 21300441 Kudelski Technology Services Contract Page | 5 CRC 4-28-2021 (d) Cyber Liability. 9.03 Certificates of Insurance. For each of these policies, the policy shall be endorsed to show the Consultant’s insurance coverage as primary with respect to the City, its officials, agents, employees and volunteers. Any insurance or self-insurance carried or obtained by the City, its officials, agents, employees or volunteers, shall be considered in excess of the Consultant’s insurance and shall not contribute to it. No term or provision of the indemnification provided by the Consultant to the City pursuant to this Contract shall be construed or interpreted as limiting or otherwise affecting the terms of the insurance coverage. All Certificates of Insurance and endorsements shall be furnished to the City’s Representative at the time of execution of this Contract, on the most current State of Texas Department of Insurance-approved forms, attached hereto as Exhibit C, and approved by the City before work commences. 9.04 Additional Insurance. The Consultant shall include all subconsultants as Additional Insureds under its policies, or shall furnish separate certificates and endorsements for each subconsultant. Coverages for subconsultants shall be subject to all requirements stated herein. 9.05 General Requirements Applicable to All Policies. The following General requirements applicable to all policies shall apply: (a) Only licensed insurance carriers authorized to do business in the State of Texas shall be accepted. (b) Deductibles shall be acceptable only on an “occurrence” basis. (c) “Claims made” policies are not accepted, except for Professional Liability insurance. (d) Coverage shall not be suspended, voided, canceled, or reduced in coverage or in limits of liability except after thirty (30) calendar days written notice has been given to the City of College Station. (e) The Certificates of Insurance shall be prepared and executed by the insurance company or its authorized agent. Each certificate shall contain the following provisions and warranties: i. The licensed insurance company is authorized to do business in the State of Texas ii. The insurance policy is underwritten on forms provided by the Texas Department of Insurance or ISO iii. All endorsements and coverages are included according to the requirements of this Contract iv. The form of notice of cancellation, termination, or change in coverage provisions is specified in this attachment (f) The City of College Station, its officials, agents, employees, and volunteers are to be listed as Additional Insureds on the Commercial General Liability and Business Automobile Liability Policies. The coverages shall contain no special limitations on the scope of protection afforded the City, its officials, agents, employees, and volunteers. Page 157 of 279 Contract No. 21300441 Kudelski Technology Services Contract Page | 6 CRC 4-28-2021 9.06 Commercial General Liability requirements. The following Commercial General Liability requirements shall apply: (a) Coverage shall be written by a carrier rated “A: VIII” or better in accordance with the current A. M. Best Key Rating Guide. (b) Minimum limits of liability of $1,000,000 per occurrence per project with a $2,000,000 annual aggregate limit. (c) Coverage shall be at least as broad as Insurance Service's Office (ISO) Number CG 00 01. (d) No coverage shall be excluded from the standard policy without notification of individual exclusions being attached for the City’s review and acceptance. (e) The coverage shall not exclude: premises/operations; independent contracts; products/completed operations; contractual liability (insuring the indemnity provided herein); and Host Liquor Liability. (f) The City shall be listed as Additional Insured and policies endorsed to waive rights of subrogation and to be primary and non-contributory with regard to any self- insurance or insurance policy held by the City. 9.07 Business Automobile Liability requirements. The following Business Automobile Liability requirements shall apply: (a) Coverage shall be written by a carrier rated “A:VIII” or better in accordance with the current A.M. Best Key Rating Guide. (b) Minimum Combined Single Limit of $1,000,000 per occurrence for bodily injury and property damage. (c) The Business Auto Policy must show Symbol 1 in the Covered Autos portion of the liability section in Item 2 of the declarations page. (d) The coverage shall include owned, leased or rented autos, non-owned autos, any autos and hired autos. 9.08 Workers’ Compensation/Employer’s Liability Insurance requirements. The Workers’ Compensation/Employer’s Liability insurance shall include the following terms: (a) Employer’s Liability limits of $1,000,000 for each accident is required. (b) “Texas Waiver of Our Right to Recover from Others Endorsement, WC 42 03 04” shall be included in this policy. (c) Texas must appear in Item 3A of the Workers’ Compensation coverage or Item 3C must contain the following: All States except those listed in Item 3A and the States of NV, ND, OH, WA, WV, and WY. 9.10 Cyber Liability. Technology Services Errors and Omissions with coverage of $1,000,000 for each claim. Page 158 of 279 Contract No. 21300441 Kudelski Technology Services Contract Page | 7 CRC 4-28-2021 ARTICLE X TECHNOLOGY REQUIREMENTS 10.1 Closeout. i. Agreement Expiration. When the Contract term expires or terminates, and at any other time at the City’s written request, Contractor must promptly return to the City all intellectual and physical property subject to the Contract including, but not limited to system configuration data and information in file or document formats in the Contractor’s possession or control. ii. Access. The City will have access to export and retrieve its data for no less than ninety (90) days after the Contract expiration or termination date. The City must be able to access its data at any time during the Agreement term in the format provided by Consultant. The Contractor must provide the City transition work after Contract expiration or termination at Contractor’s then-current and generally-charged hourly rates. iii. Data Removal. At the City’s request upon Contract expiration or termination, the Contractor must remove, delete, purge, overwrite or otherwise render inaccessible within a reasonable time, all City data remaining on Contractor’s servers to the extent possible based on the then- current technology available. Contractor must provide the City a written and signed statement confirming data has been deleted, purged, overwritten or otherwise rendered inaccessible. The Contractor will not otherwise delete the City’s data without City’s prior written consent. ARTICLE XI TERMINATION 11.01 Either Party may terminate the Contract, Work or a related SOW for convenience, with thirty (30) days advanced written notice to the non-terminating Party. The Consultant shall cease work immediately upon notice from the City. Consultant shall be compensated for the work performed. If the City terminates this Contract for convenience, the City shall pay Consultant for the work performed and expenses incurred before the date of termination. The Consultant will refund the City for services not performed if Consultant terminates. 11.02 Termination for Cause. Either Party may terminate this Contract and any SOWs if the other Party breaches any material terms or conditions of this Contract or the applicable SOW and the breach remains un-cured for thirty (30) days after receipt of written notice of the breach. For the avoidance of doubt, any breach of an SLA(s) under Section 8.3 (Managed Services) of the Master Purchase Agreement attached to this Agreement is not considered a material breach. In addition to the foregoing, either Party may terminate this Contract and applicable SOWs with advanced written notice of ten (10) days, if the other Party becomes insolvent, enters bankruptcy, Page 159 of 279 Contract No. 21300441 Kudelski Technology Services Contract Page | 8 CRC 4-28-2021 reorganization, or other similar proceedings, admits in writing its inability to pay debts, or attempts or makes an assignment for the benefit of creditors. 11.03 No term or provision of this Contract shall be construed to relieve the Consultant of liability to the City for damages sustained by the City or because of any breach of contract by the Consultant. The City may withhold payments to the Consultant for the purpose of setoff until the exact amount of damages due the City from the Consultant is determined and paid. ARTICLE XII MISCELLANEOUS TERMS 12.01 Venue and Applicable Law. This Contract has been made under and shall be governed by the laws of the State of Texas. The parties agree that performance and all matters related thereto shall be in Brazos County, Texas. The Parties agree that the United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply to this Contract. 12.02 Notices. Notices shall be mailed to the addresses designated herein or as may be designated in writing by the parties from time to time and shall be deemed received when sent postage prepaid U.S. Mail to the following addresses: CITY: CONSULTANT: City of College Station Kudelski Security, Inc., 130 E John Carpenter Freeway, Suite 300 Attn: Tim Van Aken Attn: brian.morgan@kudelskisecurity.com P.O. Box 9960 Irving, TX 75062 College Station, Texas 77842 With Copy to Legal: tvanaken@cstx.gov 5090 N. 40th Street, Suite 450 Phoenix, AZ 85018 12.03 Performance of Work. Consultant, its employees, associates or subconsultants shall perform all the Work hereunder. Consultant agrees that all of its associates, employees, or subconsultants who work on this Project shall be fully qualified and competent to do the Work described hereunder. Consultant shall undertake the Work and complete it in a timely manner. 12.04 Compliance. The Consultant shall comply with all applicable federal, state, and local statutes, regulations, ordinances, and other laws, including but not limited to the Immigration Reform and Control Act (IRCA). The Consultant may not knowingly obtain the labor or work of an undocumented worker. The Consultant, not the City, must verify eligibility for employment as required by IRCA. 12.05 Waiver. No waiver by either party hereto of any term or condition of this Contract shall be deemed or construed to be a waiver of any other term or condition or subsequent waiver of the same term or condition. 12.06 Assignment. This Contract and all rights and obligations contained herein may not be assigned by Consultant without the prior written approval of the City, provided that Consultant Page 160 of 279 Contract No. 21300441 Kudelski Technology Services Contract Page | 9 CRC 4-28-2021 may assign this Contract and/or any of its rights hereunder to an Affiliate or to a successor in interest (whether by merger, acquisition, or sale of assets); provided that (a) Consultant provides written notice to the City; and (b) the assignee shall be bound by the terms and conditions of this Contract. Subject to the restrictions in assignment contained in this Contract, this Contract will be binding on and inure to the benefit of the parties and their successors and assigns. 12.07 Invalidity. If any provision of this Contract shall be held to be invalid, illegal or unenforceable by a court or other tribunal of competent jurisdiction, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The parties shall use their best efforts to replace the respective provision or provisions of this Contract with legal terms and conditions approximating the original intent of the parties. 12.08 Prioritization. Consultant and City agree that City is a political subdivision of the State of Texas and is thus subject to certain laws. Because of this there may be documents or portions thereof added by Consultant to this Contract as exhibits that conflict with such laws, or that conflict with the terms and conditions herein excluding the additions by Consultant r. In either case, the applicable law or the applicable provision of this Contract excluding such conflicting addition by Consultant r shall prevail. The parties understand this section comprises part of this Contract without necessity of additional consideration. 12.09 Entire Agreement. This Contract represents the entire and integrated agreement between the City and Consultant and supersedes all prior negotiations, representations, or agreements, either written or oral. This Contract may only be amended by written instrument approved and executed by the parties. 12.10 Bound by Terms. The parties acknowledge that they have read, understood, and intend to be bound by the terms and conditions of this Contract. 12.11 Effective. This Contract goes into effect when duly approved by all the parties hereto. 12.12 No Boycott Israel. To the extent this Contract is considered a contract for goods or work subject to §2270.002 Texas Government Code, Consultant verifies that it i) does not boycott Israel; and ii) will not boycott Israel during the term of this Contract. 12.13 Survival. The terms and conditions of this Contract which by sense and content are intended to survive, including payment, warranties and disclaimers, confidentiality and limitation of liability, survive the expiration or termination of this Contract. 12.14 Counterparts. This Contract may be executed in one or more counterparts, each of which will be considered an original but altogether constitute the same instrument. Acceptance of this Contract may be made in electronic form showing the signatures of both parties. The Parties agree that electronic signatures may be used and will be legally valid, effective, and enforceable. 12.15 Miscellaneous. Each Party acknowledges that it has been represented by counsel under this Contract. Accordingly, any rule of applicable law or any legal decision that would require interpretation of any claimed ambiguities in this Contract against the drafting party has no Page 161 of 279 Contract No. 21300441 Kudelski Technology Services Contract Page | 10 CRC 4-28-2021 application and is expressly waived. Headings in this Contract are for reference purposes only and are not to be interpreted as being part of this Contract. List of Exhibits A. Master Purchase Agreement and Scope of Work B. Payment Schedule C. Certificates of Insurance KUDELSKI SECURITY, INC. CITY OF COLLEGE STATION By: By: Steve Speidel, Chief Operating Officer City Manager Date: Date: APPROVED: City Attorney Date: _________________ Assistant City Manager/CFO Date: _________________ Page 162 of 279 Contract No. 21300441 Kudelski Technology Services Contract Page | 11 CRC 4-28-2021 Exhibit A Master Purchase Agreement and Scope of Work Page 163 of 279 4828-9837-6422.5 Master Purchase Agreement for Products and Services 1 | Page of 10 Rev 09.18.20 Kudelski Client City of College Station Kudelski Security, Inc. Attn: 130 E John Carpenter Freeway, Suite 300 Irving, TX 75062, or 12400 Whitewater Drive, Suite 100 Minnetonka, MN 55343-9466, or 101 Marietta Street, Suite 800 Atlanta, Georgia 30303, or 5090 N. 40th Street, Suite 450 Phoenix, AZ 85018 Attn: Tim Van Aken P.O. Box 9960 College Station, Texas 77842 tvanaken@cstx.gov With copy to: 5090 N. 40th Street, Suite 450 Phoenix, AZ 85018 Attn: Legal With copy to: 1. Purpose. Kudelski agrees to provide and Client agrees to purchase the equipment, associated third party hardware, and software (“Product(s)”) listed in a quote or statement of work (“SOW”) for advisory, professional or managed services (“Services”) subject to the Parties executing the applicable SOW. This Agreement applies whether a purchase order, other ordering document (“Order”) or SOW references this Agreement or not. All SOWs, Addenda, Exhibits are incorporated into this Agreement and are subject to this Agreement, unless expressly stated otherwise. 2. Orders. Unless expressly stated on the quote, Client’s Order is subject to acceptance by Kudelski and pricing is subject to change sixty (60) days after issuance. Any Client changes to Orders for Products, including cancellations, depend on each Product manufacturer’s respective policies. Client may only change, cancel or reschedule Orders for Products at no charge up to five business days before scheduled shipment and upon written notice to Kudelski, unless the Product has been modified or otherwise reconfigured in accordance with Client’s specifications. Cancellation will not relieve Client’s duty to pay for Products shipped, before the notice. If an Order is properly cancelled, Client’s sole remedy and Kudelski’s sole obligation will be a full refund of the purchase price paid for the Product. Cancellation of Orders following shipment must be made in accordance with the return policies of the manufacturer of the Product. Either party may propose to correct any typographical, clerical or other error or omission in any quote, statement of work, price list, Order acknowledgement, invoice, correspondence, or other document, and the parties shall work in good faith to resolve such typographical or clerical error or omission via the change order and/or amendment process, as applicable. 3. Price, Taxes and Expenses. Prices are in US dollars and subject to change without notice at any time before the Order is accepted. Prices are net of taxes including sales, use, excise, VAT, environmental, disposal, duties, or other taxes or fees. Client pays the total purchase price for the Product plus shipping (to the extent shipping is not prepaid by Client), including shipping charges that are invoiced to Kudelski because of using Client’s carrier account number. If applicable, Client is responsible for providing Kudelski with a tax exemption certificate acceptable to the taxing authorities or evidence of a valid direct pay permit. For any Services being performed pursuant to a SOW, Client pays for the Services in the amounts and Page 164 of 279 4828-9837-6422.5 Master Purchase Agreement for Products and Services 2 | Page of 10 Rev 09.18.20 under the payment schedule listed in the applicable SOW. Except as otherwise specified in a SOW, Client will reimburse Kudelski for all reasonable out-of-pocket expenses incurred by Kudelski with the performance of the Services so long as Client provides prior written approval. Expenses may include travel, lodging and meals and provided receipts are submitted by Kudelski. Kudelski will use commercially reasonable efforts to travel as efficiently and cost effectively as possible given timing and travel requirements. Valid expenses typically include parking, meals (but not alcohol), lodging, communication costs, airfare, mileage and automobile rental. 4. Product Related Terms. 4.1 Delivery. Any shipping dates provided by Kudelski for any Product are estimates only. Kudelski will use commercially reasonable efforts to meet requested delivery times. Kudelski reserves the right to make deliveries in installments and allocate the delivery of Products among its customer base. Delay in delivery of one installment will not entitle Client to cancel other installments. Product will ship EXW (facilities of any Kudelski supplier), Incoterms 2010, freight prepaid and added to the invoice. Client authorizes Kudelski to choose the appropriate manner and means of all shipping of Product if a carrier is not designated in advance. For instances requiring international shipping, expedited shipping, or other special considerations, Client is responsible for paying all actual charges associated with the requests including all export and import duties, or other related costs. 4.2 Title, Liens and Encumbrances. Title to Product will not pass to Client until Kudelski has been paid in full for all invoices related to the Products. Notwithstanding anything in this Agreement, title to software either stand-alone or embedded into Product remains with the applicable licensor(s), and Client’s rights and obligations related to the software are contained in the license agreement between Client and the applicable licensor(s). 4.3 Returns. Product returns are based on the policies of each of the original product manufacturers. Client should contact Kudelski at salessupport@kudelskisecurity.com to initiate a return or for additional information or direction. Client must notify Kudelski of any damaged Products within 10 days of receipt. If the Product is defective, Client will have to work directly with the manufacturer’s support desk to initiate a Return Material Authorization or RMA. 4.4 Limitation on Use. Client is responsible for determining the use of any Products. Products sold by Kudelski are not designed for use in life support, nuclear or other applications where malfunction could reasonably be expected to result in personal injury, death or catastrophic property damage. 4.5 Export and Resale. Client will abide by all applicable import and export laws and regulations, both U.S and foreign, with respect to the Products. Client is solely responsible for obtaining any license(s) or permit(s) required to transfer, export, re-export or import the Products and related technology. Client will not use the Products and related technology in relation to chemical, biological or nuclear weapons, rocket systems (including ballistic missile systems, space launch vehicles and sounding rockets) or unmanned air vehicles capable of delivering same, or in the development of any weapons of mass destruction. 4.6 Kudelski SecureBlueprint. In the event Client chooses to purchase Kudelski’s SecureBlueprint and to the extent allowed by the laws of the State of Texas and the Texas Constitution, software-as-a-service or SaaS hosted by Amazon Web Services (AWS), the access and continued use of SecureBlueprint is subject only to the terms of service at https://www.kudelskisecurity.com/secure-blueprint-terms-services. The foregoing terms of service control and are independent of the terms and conditions of this Agreement. 5. Scope of Services. Services are provided under the written specifications of the applicable SOW and the SOW incorporates the terms and conditions of this Agreement. Services do not include third party branded services or offerings. Kudelski may use subcontractors to perform Services and will obtain Client’s consent in advance. Changes to the scope of the Services in a SOW will be made through a change order executed by authorized representatives of both Parties. Kudelski has no obligation to start work on a change order, until the change order is agreed upon in writing and executed by Page 165 of 279 4828-9837-6422.5 Master Purchase Agreement for Products and Services 3 | Page of 10 Rev 09.18.20 authorized representatives of both parties. Before Kudelski and its designated subcontractors are authorized to start Services, Client will provide (a) access and all required permissions or authorizations from third parties to access, use, or modify data in Client’s information technology systems and resident software with authorizations in place at the start of Services and until Services are completed, (b) physical access during normal business hours or other times as agreed upon, (c) timely responses to Kudelski’s inquiries for information, approvals and authorizations, (d) access to staff and resources that Kudelski requires to provide the Services, and (e) establish a backup enabling Client to restore systems, software and data that existed before the start of Services by Kudelski or its authorized subcontractors. 6. Software and Tools. 6.1 Third Party Software. For any Services where Client is accessing or using third party software applications, Client agrees that any terms of use are between the licensor or publisher of the software and Client. 6.2 Software Tools. During the term of the applicable SOW, Kudelski may provide to Client access and use of software, application programming interface (API), Client portal, user IDs, tokens, passwords, computer tools as necessary for Client to receive the Services under the applicable SOW (“the Software Tools”) and associated documentation and material (“the Documentation”). Subject to the terms and conditions of this Agreement, Kudelski grants to Client a limited, non-exclusive, non-transferable, non-sublicensable license during the term of the applicable SOW to access and use the Software Tools and the Documentation for its own internal security purposes. Client will not directly or indirectly a) sell, rent, lease, redistribute, assign or otherwise transfer the Software Tools to any unaffiliated third party except as expressly permitted in the SOW, b) reverse engineer, decompile, disassemble, disable the Software Tools or otherwise attempt to derive the source code, trade secrets or know-how in or underlying any Software Tools or portion thereof, c) reproduce, modify, translate or create derivative works of all or any part of the Software Tools or of the Documentation except that Client may make reasonable numbers of copies of the Documentation for its internal use, or d) remove, alter, or obscure any proprietary notice, labels or marks on the Software Tools or e) use the Software Tools for any illegal , unauthorized or other improper purposes. 7. Warranties and Disclaimers. 7.1 Products and Related Disclaimers. Client understands and agrees that the Products are not manufactured or designed by Kudelski. Only the manufacturer or publisher can offer warranties for the Product. To the extent Kudelski receives any written warranties that are transferable from the manufacturer or publisher, Kudelski will pass those on to Client. PRODUCTS MANUFACTURED OR SOFTWARE PUBLISHED ARE PROVIDED ON AN “AS-IS” BASIS BY KUDELSKI AND ITS AFFILIATES WITHOUT ANY WARRANTY OF ANY KIND, WHETHER STATUTORY, EXPRESS OR IMPLIED RELATED TO THE PRODUCTS (INCLUDING WITHOUT LIMITATION, ANY STATUTORY, EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE, ACCURACY, COMPLETENESS, OR NON- INFRINGEMENT). The disclaimer contained in this Section does not affect the terms of any manufacturer's warranty. Client relies solely on the manufacturer’s specifications for the design or use of the Products in high risk environments including aircraft or automobile safety devices or navigation, life support systems or medical devices, nuclear facilities, or weapon systems and not rely on any statements, specifications, photographs or other illustrations of the Products that may be provided by Kudelski or its affiliates. 7.2 Advisory Services and Professional Services. Kudelski warrants that for any SOWs providing advisory (i.e., consulting) or professional Services, those Services collectively or individually will be performed in a (i) workmanlike and professional manner consistent with generally accepted industry standards, and (ii) conform to the written specifications of the SOW for 30 calendar days from completion. Client’s sole and with respect to the Services warranty exclusive remedy and Kudelski's entire liability in this Section 7.2 will be, at Kudelski’s option, to either (a) use its reasonable commercial efforts to re-perform any non-conforming Services not in substantial compliance with this warranty or (b) refund amounts paid by Client related to the portion of the Services not in substantial compliance. In each situation (a) or (b), Client must notify Kudelski in writing within 30 calendar days after performance of the applicable Services. Any warranty provided by Kudelski under this Section is void if an event outside the control of Page 166 of 279 4828-9837-6422.5 Master Purchase Agreement for Products and Services 4 | Page of 10 Rev 09.18.20 Kudelski impacts the Services or the Services are in anyway changed, unless Kudelski pre-approves in writing of the changes. 7.3 Managed Services. Kudelski warrants that for any SOWs providing managed Services as further defined in the applicable SOW, those managed Services will be performed in a (i) workmanlike and professional manner consistent with generally accepted industry standards, and (ii) conform to the written service level agreements (SLAs) for that specific Service in the SOW. If Kudelski fails to meet any SLA for a specific Service in the applicable SOW, Client will receive a credit equal to one days’ worth of the applicable Service fee for the specific Service and the applicable SLA for that specific Service which was not met. The foregoing remedy is subject to Client notifying Kudelski of any missed SLA in writing within ten calendar days of the date on which the SLA report was provided. Upon verification and agreement by Kudelski, Client will receive a to-be applied credit toward any future invoice. The maximum amount of all credits for all SLAs missed will not exceed 25% of the total monthly charges. The remedies in this Section 7.3 for missed SLAs are Client’s sole and exclusive remedy and Kudelski's entire liability with respect to the managed Services warranty. 7.4 Services Disclaimers. EXCEPT AS SET FORTH IN THIS AGREEMENT OR IN ANY STATEMENT OF WORK THAT EXPRESSLY AMENDS KUDELSKI’S SERVICES WARRANTY, AND TO THE EXTENT ALLOWED BY LAW, KUDELSKI MAKES NO OTHER, AND EXPRESSLY DISCLAIMS ALL OTHER, REPRESENTATIONS, WARRANTIES, CONDITIONS OR COVENANTS, WHETHER STATUTORY, EXPRESS OR IMPLIED (INCLUDING WITHOUT LIMITATION, ANY STATUTORY, EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, DURABILITY, TITLE, ACCURACY, COMPLETENESS OR NON-INFRINGEMENT) RELATED TO THE PERFORMANCE OR NON-PERFORMANCE OF THE SERVICES, INCLUDING THE PERFORMANCE OF ANY HARDWARE OR SOFTWARE USED IN PERFORMING SERVICES AND ANY RESULTS TO BE OBTAINED FROM THE SERVICES. THIS DISCLAIMER AND EXCLUSION APPLIES EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. Client acknowledges that no employee of Kudelski or its affiliates is authorized to make warranty on behalf of Kudelski or any of its affiliates that is not expressly in this Agreement. . 7.5 Except for the foregoing, each Party expressly disclaims all other, representations, warranties, conditions or covenants, whether statutory, express or implied. 8. Intellectual Property and Client Data. 8.1 Kudelski Intellectual Property. Kudelski retains all right, title and interest in any pre-existing intellectual property which may be used in performing the Services, including any modifications or improvements made during the performance of the Services (Kudelski Property). Subject to Client’s full payment of applicable invoices, Kudelski grants Client and any Affiliated Company (defined below) of Client a worldwide, non-exclusive, royalty-free, perpetual, fully paid, irrevocable license: (a) to modify any Kudelski Property to create a derivative work of Kudelski Property (“Derivative Work”); (b) to reproduce the resulting Derivative Work of the Kudelski Property; (c) to distribute the Derivative Work of the Kudelski Property, but only to an Affiliated Company of Client; and (d) to use any Kudelski Property or any Derivative Work of the Kudelski Property for Client’s own internal business purposes whether Kudelski Property is imbedded in any deliverable or results from Kudelski performing any Services for Client under this Agreement. For purposes of this Section 8.1., "Affiliated Company" means any legal entity that Client controls, that controls Client, or that Client is under common control at the Effective Date of this Agreement and for so long as such control exists. Control is defined as exercising 50% or more of the voting rights. 8.2 Client Data. Client owns all right, title and interest in any data provided by Client to Kudelski or made available to Kudelski through Client systems (“Client Data”) in connection with the performance of Services. Client grants Kudelski for the Term of this Agreement a limited, non-exclusive, revocable license to use the foregoing Client Data solely for performing the Services under the applicable SOW. 8.3 Return of Client Data. Upon termination or expiration of this Agreement, Kudelski will promptly make all Client Data available to Client as a native database export provided through Kudelski’s secure server or other similar secure method, Page 167 of 279 4828-9837-6422.5 Master Purchase Agreement for Products and Services 5 | Page of 10 Rev 09.18.20 at no additional charge to Client provided that Client is current on all invoices. If Client requires the return of Client Data in an alternate format or requires any other termination assistance services, then Kudelski and Client will mutually agree upon the scope of such termination assistance services and the fees and expenses payable for such termination assistance services, at Kudelski’s then-current fees. 9. Confidential Information. 9.1 “Confidential Information” means information disclosed by one Party to the other Party either directly or indirectly, in writing, orally or by drawings or inspection of samples, equipment or facilities; including (a) information identified by the disclosing Party, in writing or orally, as confidential at the time of disclosure; (b) information relating to the disclosing Party’s technology, products, solutions and services used, provided and/or owned by the disclosing Party, including without limitation, technical data, trade secrets, know-how, research, product plans, ideas or concepts, products, services, software, inventions, patent applications, techniques, processes, developments, algorithms, formulas, technology, designs, schematics, drawings, engineering and hardware configuration information, operations, business and financial results or financial plans or strategies, including but not limited to Client, customer lists, markets, financial statements and projections, product pricing, marketing information, financial or other strategic business, plans or information; and (c) the content and terms of this Agreement. Information is not deemed Confidential Information if it (i) is known to the receiving Party before receipt from the disclosing Party directly or indirectly from a source other than one having an obligation of confidentiality to the disclosing Party, (ii) becomes known (independently of disclosure by the disclosing Party) to the receiving Party directly or indirectly from a source other than one having an obligation of confidentiality to the disclosing Party, (iii) becomes publicly known or otherwise ceases to be confidential, except through a breach of this Section by the receiving Party, or (iv) is independently developed by the receiving Party. 9.2 Neither Party will use or disclose Confidential Information from the other Party without the prior written consent of the other Party except where (a) if in the documented opinion of a Party’s counsel shared with the other Party, the disclosure is required by applicable law, the Texas Public Information Act, or regulation (including securities laws regarding public disclosure of business information) or by an order of a court or other governmental body having jurisdiction after taking steps to maintain its confidentiality where practicable; or (b) reasonably necessary to be made to that Party’s, or its affiliates’, employees, officers, directors, consultants, attorneys, accountants and other advisors, or (c) necessary for a Party to perform its obligations under this Agreement. 9.3 Each Party will restrict disclosure of Confidential Information to only those personnel who have a need to know and will bind its respective personnel to obligations of confidentiality to the same extent that each Party is bound under this Agreement. Upon written request by either Party, the other Party will promptly return all Confidential Information, including copies, to the disclosing Party of the Confidential Information. 9.4 If the Parties have entered into a non-disclosure agreement (“NDA”) before the Effective Date of this Agreement, the Parties agree that any material conflict between the terms or provisions of the NDA and this Agreement will be resolved in favor of the stricter of the two terms or provisions, and the higher or greater degree of confidentiality for the Confidential Information of the Parties. 10. Limitation of Liability. Excluding claims for personal injury or death and a Party’s indemnification obligations under this Agreement, neither party will be liable to the other Party for any indirect, special, incidental or consequential damages, including without limitation loss of revenue or income, loss of or use of data, operational efficiency, loss of customers or information, arising under this Agreement regardless of the form of action or theory of relief, even if advised of the possibility of such damages. Excluding claims for personal injury or death and a Party’s indemnification obligations under this Agreement, any liability for direct damages arising under this Agreement, regardless of the form of action or theory of relief, is limited to the greater of (1) the purchase price of the Product or in the case of a SOW, the total amount paid or to be paid for Services by Client under the applicable SOW that gives rise to the claim under this Agreement; or (2) the amount of insurance proceeds actually paid in connection with such claim. Page 168 of 279 4828-9837-6422.5 Master Purchase Agreement for Products and Services 6 | Page of 10 Rev 09.18.20 11.Background Checks. Kudelski represents that it will conduct background checks on each and every individual it will have working on the Client’s property. 12. Data Security. Kudelski will maintain administrative, technical, and physical safeguards designed to protect against the destruction, loss, unauthorized access or alteration of Client Data and Confidential Information in the possession, under the control or access by Kudelski, which are: (i) no less rigorous than those maintained by Kudelski for its own information of a similar nature; (ii) no less rigorous than generally accepted industry standards; and (iii) required by applicable laws. 13. Data Breach. 13.1 Notice. Kudelski will notify Client by email no later than forty-eight (48) hours after confirming a material data security incident, or any data security incident that affects Client’s data. Kudelski must: 1.Investigate and resolve the incident in a timely manner; 2.Promptly implement necessary remedial measures; and 3.Document responsive actions taken related to the data breach, including any post-incident review and actions taken to change business practices in providing the work, if necessary. 14. Compliance with Applicable Laws. The Parties enter into this Agreement with the intent of conducting their relationship in full compliance with the applicable state, local, and federal laws. 15.Non-Discrimination. Each Party agrees that it will not discriminate on the basis of race, color, national origin, disability, age, or military service in its administration of policies, programs, services and activities, or in employment. 16.Non-Solicitation and Non-Hire. Without the written consent of the other Party, neither Party will directly or indirectly solicit, divert or otherwise take away any employee of the other Party during the term of this Agreement and for a period of 12 months following its expiration or termination. This obligation does not apply where an employee of a Party has unilaterally responded to a general recruitment advertisement or hiring campaign that was not specifically targeting the employee. 17.Force Majeure. Except for the obligation to pay, neither Party is liable for failure to fulfill its obligations under this Agreement due to causes beyond its reasonable control (for example, acts of nature, telecommunication interruptions, strikes, criminal acts, delays in delivery or transportation, or inability to obtain labor, or materials through regular sources). Page 169 of 279 12400 Whitewater Dr Suite 100 Minnetonka MN 55343 Quoted To City of College Station Tim VanAken tvanaken@cstx.gov (979) 764-3457 Quote #Q037724 Sales Rep Sonja Rhodes Date 04/21/2021 Phone #5127316474 Expires 05/31/2021 Email sonja.young@kudelskisecurity.com Terms Net 30 Contract #DIR-TSO-4274 Page 1 of 1 Item Qty Description MSRP Discount Unit Price Ext. Price 36 Month Term CS.FCSD.SOLN 1500 Falcon Complete with Threat Graph Standard 441.14 60.0%176.46 264,690.00 CS.INSIGHTB.SOLN 1500 Insight 0.00 0.0%0.00 0.00 CS.PREVENTB.SOLN 1500 Prevent 0.00 0.0%0.00 0.00 CS.DISCB.SOLN 1500 Discover 0.00 0.0%0.00 0.00 CS.FALCOMPS.SVC 1500 Falcon Complete Subscription 0.00 0.0%0.00 0.00 CS.OWB.SVC 1500 Overwatch 0.00 0.0%0.00 0.00 CS.TGB.STD 1500 Threat Graph Standard 0.00 0.0%0.00 0.00 CS.FALCOMPONBC.SOLN 1 Falcon Complete: Complimentary CID 0.00 0.0%0.00 0.00 RR.PSO.ENT.NCAP 6 University LMS Subscription New Customer Access Pass 0.00 0.0%0.00 0.00 Kudelski Security shall invoice City of College Station for the total amount listed above for each year with an a nnual payment of $88,230.00 (one year and two renewals for a total of three years) beginning on the Subscri ption Start Date and on each of the two subsequent anniversaries of the Subscription Start Date. This Order i s non - cancellable and extended payment terms do not provide for cancellation or refund. Total $264,690.00 All amounts are quoted exclusive of sales tax, shipping and handling charges, and other expenses incident to delivery. Signature below Indicates acceptance of pricing, terms, and conditions of sale of product and services listed above. Authorized Representative Date Scope of Work Page 170 of 279 Contract No. 21300441 Kudelski Technology Services Contract Page | 12 CRC 4-28-2021 Exhibit B Payment Terms Payment is a not to exceed fee in the amount listed in Article II of this Contract. This amount shall be payable by the City pursuant to the schedule listed below and upon completion of the work and written acceptance by the City. The Consultant must submit invoices to the City, accompanied by an explanation of charges, professional fees, work, and expenses. The City will pay such invoices according to its normal payment procedures. Schedule of Payment for each phase: Consultant shall invoice the City for each year with an annual payment of $88,230.00 (one year and two renewals for a total of three years) beginning on the Subscription Start Date and on each of the two subsequent anniversaries of the Subscription Start Date. Invoices are due Net thirty (30) days from the date City receives Consultant’s invoice without any set-off, offset or deduction of any payment not due, or otherwise in the currency indicated on the invoice. Payment of invoices will be through Automated Clearing House (ACH). Contact Consultant at ar@kudelskisecurity.com for further instructions. For Product, Kudelski may invoice Client separately for partial shipments, shipping charges or prepayment of third-party Services. Payment or credit terms are at Consultant 's sole discretion and all Orders are subject to Consultant ‘s credit approval. Any credits provided to Client by Consultant expire if unused within 24 months from the date the credit was issued. If the City defaults on undisputed payment obligations under this Contract or under any applicable SOW, Consultant may stop performing Work and require the City to pre-pay the agreed-upon fixed fee before Consultant re-commencing Work. No delay or omission by Consultant in its exercise of any right with respect to receive payments will operate as a waiver. Page 171 of 279 Quote 12400 Whitewater Dr Suite 100 Minnetonka MN 55343 Quoted To City of College Station Tim VanAken tvanaken@cstx.gov (979) 764-3457 Quote #Q037724 Sales Rep Sonja Rhodes Date 04/21/2021 Phone #5127316474 Expires 05/31/2021 Email sonja.young@kudelskisecurity.com Terms Net 30 Contract #DIR-TSO-4274 Page 1 of 1 Item Qty Description MSRP Discount Unit Price Ext. Price 36 Month Term CS.FCSD.SOLN 1500 Falcon Complete with Threat Graph Standard 441.14 60.0%176.46 264,690.00 CS.INSIGHTB.SOLN 1500 Insight 0.00 0.0%0.00 0.00 CS.PREVENTB.SOLN 1500 Prevent 0.00 0.0%0.00 0.00 CS.DISCB.SOLN 1500 Discover 0.00 0.0%0.00 0.00 CS.FALCOMPS.SVC 1500 Falcon Complete Subscription 0.00 0.0%0.00 0.00 CS.OWB.SVC 1500 Overwatch 0.00 0.0%0.00 0.00 CS.TGB.STD 1500 Threat Graph Standard 0.00 0.0%0.00 0.00 CS.FALCOMPONBC.SOLN 1 Falcon Complete: Complimentary CID 0.00 0.0%0.00 0.00 RR.PSO.ENT.NCAP 6 University LMS Subscription New Customer Access Pass 0.00 0.0%0.00 0.00 Kudelski Security shall invoice City of College Station for the total amount listed above for each year with an a nnual payment of $88,230.00 (one year and two renewals for a total of three years) beginning on the Subscri ption Start Date and on each of the two subsequent anniversaries of the Subscription Start Date. This Order i s non - cancellable and extended payment terms do not provide for cancellation or refund. Total $264,690.00 All amounts are quoted exclusive of sales tax, shipping and handling charges, and other expenses incident to delivery. Signature below Indicates acceptance of pricing, terms, and conditions of sale of product and services listed above. Authorized Representative Date Page 172 of 279 Contract No. 21300441 Kudelski Technology Services Contract Page | 13 CRC 4-28-2021 Exhibit C Certificates of Insurance Page 173 of 279 04/28/2021 The PLEXUS Groupe LLC 21805 W Field Parkway, Ste 300 Deer Park IL 60010 Certificates (847) 307-6100 (847) 307-6199 certificates@plexusgroupe.com Kudelski Security, Inc. 12400 Whitewater Drive Suite 100 Minnetonka MN 55343 National Fire Insurance Of Hartford 20478 Valley Forge Insurance Company 20508 The Continental Insurance Company 35289 Steadfast Insurance Company 26387 21-22 GL,AL,WC,UMBR, A Y Y 6045632541 01/01/2021 01/01/2022 1,000,000 1,000,000 5,000 1,000,000 2,000,000 2,000,000 B Y Y 6045632586 01/01/2021 01/01/2022 1,000,000 C 10,000 6045632572 01/01/2021 01/01/2022 10,000,000 10,000,000 C Y 6045632555 / 6045632569 - CA 01/01/2021 01/01/2022 1,000,000 1,000,000 1,000,000 D Technology Errors & Omissions Privacy Breach Response EOC 3181726 - 00 01/01/2021 01/01/2022 Each Claim $10,000,000 Aggregate $10,000,000 Retention $250,000 City of College Station, its Officers, Agents, Volunteers, and Employees are named as additional insured under the General Liability and Automobile Liability as required by written contract. The General Liability evidenced is Primary & Non-Contributory where required by written contract with the Named Insured. Waiver of subrogation is granted in favor of the additional insureds as required by written contract with respects to the General Liability, Automobile Liability, and Workers' Compensation. City of College Station Attention: Risk Manager P.O. Box 9960 College Station TX 77842 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY Page 174 of 279 Nagra USA, LLC 00001006 The PLEXUS Groupe LLC 25 Certificate of Liability Insurance: Notes Cyber Coverage Includes: Event Management; Unauthorized Access/use; Computer Virus; Denial of Service Attack; Libel, Cyber-libel, Slander, Product Disparagement; Violation of Right of Privacy; Regulatory Costs; Privacy Costs- Privacy Injury and Identity Theft; Programming Errors & Omissions Liability; Replacement or Restoration of Electronic Data (First Person); Extortion Threats; Business Income and Extra Expense (to $1 million); Public Relations Expense; and Security Breach Expense ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: Page 175 of 279 Nagra USA, LLC 00001006 The PLEXUS Groupe LLC 25 Certificate of Liability Insurance: Notes Locations of Named Insured: - 12400 Whitewater Drive, Suite 100, Minnetonka, MN 55343 - 5500 Interstate N. Parkway, Atlanta, GA 30328 - 14175 Proton Road, Dallas, TX 75244 Policy: Crime Policy Period: 1/01/2021 - 1/01/2022 Policy Number: 8260-5913 Carrier: Federal Insurance Company Limit: Aggregate: $3,000,000 Deductible: $50,000 ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: Page 176 of 279 CNA PARAMOUNT Waiver of Transfer of Rights of Recovery Against Others to the Insurer Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: ANY PERSON OR ORGANIZATION WHOM THE NAMED INSURED HAS AGREED IN WRITING IN A CONTRACT OR AGREEMENT TO WAIVE SUCH RIGHTS OF RECOVERY, BUT ONLY IF SUCH CONTRACT OR AGREEMENT: 1.IS IN EFFECT OR BECOMES EFFECTIVE DURING THE TERM OF THIS COVERAGE PART; AND 2.WAS EXECUTED PRIOR TO THE BODILY INJURY, PROPERTY DAMAGE OR PERSONAL AND ADVERTISING INJURY GIVING RISE TO THE CLAIM. (Information required to complete this Schedule,if not shown above,will be shown in the Declarations.) Under COMMERCIAL GENERAL LIABILITY CONDITIONS,it is understood and agreed that the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended by the addition of the following: With respect to the person or organization shown in the Schedule above,the Insurer waives any right of recovery the Insurer may have against such person or organization because of payments the Insurer makes for injury or damage arising out of the Named Insured’s ongoing operations or your work included in the products-completed operations hazard. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy,unless another effective date is shown below, and expires concurrently with said Policy. 6045632541CNA75008XX(10-16)Policy No: 10Page1 of 1 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415995Page 177 of 279 CNA PARAMOUNT Blanket Additional Insured -Owners,Lessees or Contractors -with Products-Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I.WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part,but only with respect to liability for bodily injury,property damage or personal and advertising injury caused in whole or in part by your acts or omissions,or the acts or omissions of those acting on your behalf: A.in the performance of your ongoing operations subject to such written contract;or B.in the performance of your work subject to such written contract,but only with respect to bodily injury or property damage included in the products-completed operations hazard,and only if: 1.the written contract requires you to provide the additional insured such coverage;and 2.this coverage part provides such coverage. II.But if the written contract requires: A.additional insured coverage under the 11-85 edition,10-93 edition,or 10-01 edition of CG2010,or under the 10- 01 edition of CG2037;or B.additional insured coverage with "arising out of"language;or C.additional insured coverage to the greatest extent permissible by law; then paragraph I.above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part,but only with respect to liability for bodily injury,property damage or personal and advertising injury arising out of your work that is subject to such written contract. III.Subject always to the terms and conditions of this policy,including the limits of insurance,the Insurer will not provide such additional insured with: A.coverage broader than required by the written contract;or B.a higher limit of insurance than required by the written contract. IV.The insurance granted by this endorsement to the additional insured does not apply to bodily injury,property damage,or personal and advertising injury arising out of: A.the rendering of,or the failure to render,any professional architectural,engineering,or surveying services, including: 1.the preparing,approving,or failing to prepare or approve maps,shop drawings,opinions,reports,surveys, field orders,change orders or drawings and specifications;and 2.supervisory,inspection,architectural or engineering activities;or B.any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part. V.Under COMMERCIAL GENERAL LIABILITY CONDITIONS,the Condition entitled Other Insurance is amended to add the following,which supersedes any provision to the contrary in this Condition or elsewhere in this coverage part: 6045632541CNA75079XX(10-16)Policy No: 7Page1 of 2 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415992Page 178 of 279 CNA PARAMOUNT Blanket Additional Insured -Owners,Lessees or Contractors -with Products-Completed Operations Coverage Endorsement Primary and Noncontributory Insurance With respect to other insurance available to the additional insured under which the additional insured is a named insured,this insurance is primary to and will not seek contribution from such other insurance,provided that a written contract requires the insurance provided by this policy to be: 1.primary and non-contributing with other insurance available to the additional insured;or 2.primary and to not seek contribution from any other insurance available to the additional insured. But except as specified above,this insurance will be excess of all other insurance available to the additional insured. VI.Solely with respect to the insurance granted by this endorsement,the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence,Offense,Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1.give the Insurer written notice of any claim,or any occurrence or offense which may result in a claim; 2.send the Insurer copies of all legal papers received,and otherwise cooperate with the Insurer in the investigation, defense,or settlement of the claim;and 3.make available any other insurance,and tender the defense and indemnity of any claim to any other insurer or self-insurer,whose policy or program applies to a loss that the Insurer covers under this coverage part.However, if the written contract requires this insurance to be primary and non-contributory,this paragraph 3.does not apply to insurance on which the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured. VII.Solely with respect to the insurance granted by this endorsement,the section entitled DEFINITIONS is amended to add the following definition: Written contract means a written contract or written agreement that requires you to make a person or organization an additional insured on this coverage part,provided the contract or agreement: A.is currently in effect or becomes effective during the term of this policy;and B.was executed prior to: 1.the bodily injury or property damage;or 2.the offense that caused the personal and advertising injury; for which the additional insured seeks coverage. Any coverage granted by this endorsement shall apply solely to the extent permissible by law. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy,unless another effective date is shown below,and expires concurrently with said Policy. 6045632541CNA75079XX(10-16)Policy No: 7Page2 of 2 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 179 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows.If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision,and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS 1.Additional Insureds 2.Additional Insured -Primary And Non-Contributory To Additional Insured’s Insurance 3.Bodily Injury –Expanded Definition 4.Broad Knowledge of Occurrence/Notice of Occurrence 5.Broad Named Insured 6.Estates,Legal Representatives and Spouses 7.Expected Or Intended Injury –Exception for Reasonable Force 8.In Rem Actions 9.Incidental Health Care Malpractice Coverage 10.Joint Ventures/Partnership/Limited Liability Companies 11.Legal Liability –Damage To Premises 12.Medical Payments 13.Non-owned Aircraft Coverage 14.Non-owned Watercraft 15.Personal And Advertising Injury –Discrimination or Humiliation 16.Personal And Advertising Injury -Limited Contractual Liability 17.Property Damage -Elevators 18.Supplementary Payments 19.Property Damage –Patterns,Molds and Dies 20.Unintentional Failure To Disclose Hazards 21.Waiver of Subrogation –Blanket 6045632541CNA74872XX(1-15)Policy No: 5Page1 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415984Page 180 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement 1.ADDITIONAL INSUREDS a.WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A.through K.below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement,provided such contract or agreement: (1)is currently in effect or becomes effective during the term of this Coverage Part;and (2)was executed prior to: (a)the bodily injury or property damage;or (b)the offense that caused the personal and advertising injury, for which such additional insured seeks coverage. b.However,subject always to the terms and conditions of this policy,including the limits of insurance,the Insurer will not provide such additional insured with: (1)a higher limit of insurance than required by such contract or agreement;or (2)coverage broader than required by such contract or agreement,and in no event broader than that described by the applicable paragraph A.through K.below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. A.Controlling Interest Any person or organization with a controlling interest in a Named Insured,but only with respect to such person or organization’s liability for bodily injury,property damage or personal and advertising injury arising out of: 1.such person or organization’s financial control of a Named Insured;or 2.premises such person or organization owns,maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations,new construction or demolition operations performed by,on behalf of,or for such additional insured. B.Co-owner of Insured Premises A co-owner of a premises co-owned by a Named Insured and covered under this insurance but only with respect to such co-owner’s liability for bodily injury,property damage or personal and advertising injury as co-owner of such premises. C.Grantor of Franchise Any person or organization that has granted a franchise to a Named Insured,but only with respect to such person or organization’s liability for bodily injury,property damage or personal and advertising injury as grantor of a franchise to the Named Insured. D.Lessor of Equipment Any person or organization from whom a Named Insured leases equipment,but only with respect to liability for bodily injury,property damage or personal and advertising injury caused,in whole or in part,by the Named Insured’s maintenance,operation or use of such equipment,provided that the occurrence giving rise to such bodily injury,property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. 6045632541CNA74872XX(1-15)Policy No: 5Page2 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 181 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement E.Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury,property damage or personal and advertising injury arising out of the ownership,maintenance or use of such land,provided that the occurrence giving rise to such bodily injury,property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease.The coverage granted by this paragraph does not apply to structural alterations,new construction or demolition operations performed by,on behalf of,or for such additional insured. F.Lessor of Premises An owner or lessor of premises leased to the Named Insured,or such owner or lessor’s real estate manager,but only with respect to liability for bodily injury,property damage or personal and advertising injury arising out of the ownership,maintenance or use of such part of the premises leased to the Named Insured,and provided that the occurrence giving rise to such bodily injury or property damage,or the offense giving rise to such personal and advertising injury,takes place prior to the termination of such lease.The coverage granted by this paragraph does not apply to structural alterations,new construction or demolition operations performed by,on behalf of,or for such additional insured. G.Mortgagee,Assignee or Receiver A mortgagee,assignee or receiver of premises but only with respect to such mortgagee,assignee or receiver’s liability for bodily injury,property damage or personal and advertising injury arising out of the Named Insured’s ownership,maintenance,or use of a premises by a Named Insured. The coverage granted by this paragraph does not apply to structural alterations,new construction or demolition operations performed by,on behalf of,or for such additional insured. H.State or Governmental Agency or Subdivision or Political Subdivisions –Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization but only with respect to such state or governmental agency or subdivision or political subdivision’s liability for bodily injury,property damage or personal and advertising injury arising out of: 1.the following hazards in connection with premises a Named Insured owns,rents,or controls and to which this insurance applies: a.the existence,maintenance,repair,construction,erection,or removal of advertising signs,awnings, canopies,cellar entrances,coal holes,driveways,manholes,marquees,hoistaway openings,sidewalk vaults,street banners,or decorations and similar exposures;or b.the construction,erection,or removal of elevators;or c.the ownership,maintenance or use of any elevators covered by this insurance;or 2.the permitted or authorized operations performed by a Named Insured or on a Named Insured’s behalf. The coverage granted by this paragraph does not apply to: a.Bodily injury,property damage or personal and advertising injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision;or b.Bodily injury or property damage included within the products-completed operations hazard. With respect to this provision’s requirement that additional insured status must be requested under a written contract or agreement,the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. 6045632541CNA74872XX(1-15)Policy No: 5Page3 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415985Page 182 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement I.Trade Show Event Lessor 1.With respect to a Named Insured’s participation in a trade show event as an exhibitor,presenter or displayer,any person or organization whom the Named Insured is required to include as an additional insured,but only with respect to such person or organization’s liability for bodily injury,property damage or personal and advertising injury caused by: a.the Named Insured’s acts or omissions;or b.the acts or omissions of those acting on the Named Insured’s behalf, in the performance of the Named Insured’s ongoing operations at the trade show event premises during the trade show event. 2.The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products-completed operations hazard. J.Vendor Any person or organization but only with respect to such person or organization’s liability for bodily injury or property damage arising out of your products which are distributed or sold in the regular course of such person or organization's business,provided that: 1.The coverage granted by this paragraph does not apply to: a.bodily injury or property damage for which such person or organization is obligated to pay damages by reason of the assumption of liability in a contract or agreement unless such liability exists in the absence of the contract or agreement; b.any express warranty unauthorized by the Named Insured; c.any physical or chemical change in any product made intentionally by such person or organization; d.repackaging,except when unpacked solely for the purpose of inspection,demonstration,testing,or the substitution of parts under instructions from the manufacturer,and then repackaged in the original container; e.any failure to make any inspections,adjustments,tests or servicing that such person or organization has agreed to make or normally undertakes to make in the usual course of business,in connection with the distribution or sale of the products; f.demonstration,installation,servicing or repair operations,except such operations performed at such person or organization’s premises in connection with the sale of a product; g.products which,after distribution or sale by the Named Insured,have been labeled or relabeled or used as a container,part or ingredient of any other thing or substance by or for such person or organization;or h.bodily injury or property damage arising out of the sole negligence of such person or organization for its own acts or omissions or those of its employees or anyone else acting on its behalf.However,this exclusion does not apply to: (1)the exceptions contained in Subparagraphs d.or f.above;or (2)such inspections,adjustments,tests or servicing as such person or organization has agreed with the Named Insured to make or normally undertakes to make in the usual course of business,in connection with the distribution or sale of the products. 2.This Paragraph J.does not apply to any insured person or organization,from whom the Named Insured has acquired such products,nor to any ingredient,part or container,entering into,accompanying or containing such products. 6045632541CNA74872XX(1-15)Policy No: 5Page4 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 183 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement 3.This Paragraph J.also does not apply: a.to any vendor specifically scheduled as an additional insured by endorsement to this Coverage Part; b.to any of your products for which coverage is excluded by endorsement to this Coverage Part;nor c.if bodily injury or property damage included within the products-completed operations hazard is excluded by endorsement to this Coverage Part. K.Other Person Or Organization /Your Work Any person or organization who is not an additional insured under Paragraphs A.through J.above.Such additional insured is an Insured solely for bodily injury,property damage or personal and advertising injury for which such additional insured is liable because of the Named Insured’s acts or omissions. The coverage granted by this paragraph does not apply to any person or organization: 1.who is specifically scheduled as an additional insured on another endorsement to this Coverage Part;nor 2.for bodily injury or property damage included within the products-completed operations hazard except to the extent all of the following apply: a.this Coverage Part provides such coverage; b.the written contract or agreement described in the opening paragraph of this ADDITIONAL INSUREDS Provision requires the Named Insured to provide the additional insured such coverage;and c.the bodily injury or property damage results from your work that is the subject of the written contract or agreement,and such work has not been excluded by endorsement to this Coverage Part. 2.ADDITIONAL INSURED -PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED’S INSURANCE A.The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non- contributory relative to an additional insured's own insurance,then this insurance is primary,and the Insurer will not seek contribution from that other insurance.For the purpose of this Provision 2.,the additional insured's own insurance means insurance on which the additional insured is a named insured. B.With respect to persons or organizations that qualify as additional insureds pursuant to paragraph 1.K.of this endorsement,the following sentence is added to the paragraph above: Otherwise,and notwithstanding anything to the contrary elsewhere in this Condition,the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3.BODILY INJURY –EXPANDED DEFINITION Under DEFINITIONS,the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury,sickness or disease sustained by a person,including death,humiliation,shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury,sickness or disease. 4.BROAD KNOWLEDGE OF OCCURRENCE/NOTICE OF OCCURRENCE Under CONDITIONS,the condition entitled Duties in The Event of Occurrence,Offense,Claim or Suit Condition is amended to add the following provisions: A.BROAD KNOWLEDGE OF OCCURRENCE 6045632541CNA74872XX(1-15)Policy No: 5Page5 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415986Page 184 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement The Named Insured must give the Insurer or the Insurer’s authorized representative notice of an occurrence, offense or claim only when the occurrence,offense or claim is known to a natural person Named Insured,to a partner,executive officer,manager or member of a Named Insured,or to an employee designated by any of the above to give such notice. B.NOTICE OF OCCURRENCE The Named Insured’s rights under this Coverage Part will not be prejudiced if the Named Insured fails to give the Insurer notice of an occurrence,offense or claim and that failure is solely due to the Named Insured’s reasonable belief that the bodily injury or property damage is not covered under this Coverage Part.However, the Named Insured shall give written notice of such occurrence,offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence,offense or claim. 5.BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3.in its entirety and replace it with the following: 3.Pursuant to the limitations described in Paragraph 4.below,any organization in which a Named Insured has management control: a.on the effective date of this Coverage Part;or b.by reason of a Named Insured creating or acquiring the organization during the policy period, qualifies as a Named Insured,provided that there is no other similar liability insurance,whether primary, contributory,excess,contingent or otherwise,which provides coverage to such organization,or which would have provided coverage but for the exhaustion of its limit,and without regard to whether its coverage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: (a)any partnership or joint venture;or (b)any organization for which coverage is excluded by another endorsement attached to this Coverage Part. For the purpose of this provision,and of this endorsement’s JOINT VENTURES /PARTNERSHIP /LIMITED LIABILITY COMPANIES provision,management control means: A.owning interests representing more than 50%of the voting,appointment or designation power for the selection of a majority of the Board of Directors of a corporation,or the members of the management board of a limited liability company;or B.having the right,pursuant to a written trust agreement,to protect,control the use of,encumber or transfer or sell property held by a trust. 4.With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3.above,this insurance does not apply to: a.bodily injury or property damage that first occurred prior to the date of management control,or that first occurs after management control ceases;nor b.personal or advertising injury caused by an offense that first occurred prior to the date of management control or that first occurs after management control ceases. 5.The insurance provided by this Coverage Part applies to Named Insureds when trading under their own names or under such other trading names or doing-business-as names (dba)as any Named Insured should choose to employ. 6045632541CNA74872XX(1-15)Policy No: 5Page6 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 185 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement 6.ESTATES,LEGAL REPRESENTATIVES,AND SPOUSES The estates,heirs,legal representatives and spouses of any natural person Insured shall also be insured under this policy;provided,however,coverage is afforded to such estates,heirs,legal representatives,and spouses only for claims arising solely out of their capacity or status as such and,in the case of a spouse,where such claim seeks damages from marital community property,jointly held property or property transferred from such natural person Insured to such spouse.No coverage is provided for any act,error or omission of an estate,heir,legal representative,or spouse outside the scope of such person's capacity or status as such,provided however that the spouse of a natural person Named Insured and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with respect to such spouses’acts,errors or omissions in the conduct of the Named Insured’s business. 7.EXPECTED OR INTENDED INJURY –EXCEPTION FOR REASONABLE FORCE Under COVERAGES,Coverage A –Bodily Injury And Property Damage Liability,the paragraph entitled Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace it with the following: This insurance does not apply to: Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the Insured.This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property. 8.IN REM ACTIONS A quasi in rem action against any vessel owned or operated by or for the Named Insured,or chartered by or for the Named Insured,will be treated in the same manner as though the action were in personam against the Named Insured. 9.INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily injury that arises out of a health care incident: A.Under COVERAGES,Coverage A –Bodily Injury And Property Damage Liability,the Insuring Agreement is amended to replace Paragraphs 1.b.(1)and 1.b.(2)with the following: b.This insurance applies to bodily injury provided that the professional health care services are incidental to the Named Insured’s primary business purpose,and only if: (1)such bodily injury is caused by an occurrence that takes place in the coverage territory. (2)the bodily injury first occurs during the policy period.All bodily injury arising from an occurrence will be deemed to have occurred at the time of the first act,error,or omission that is part of the occurrence; and B.Under COVERAGES,Coverage A –Bodily Injury And Property Damage Liability,the paragraph entitled Exclusions is amended to: i.add the following to the Employers Liability exclusion: This exclusion applies only if the bodily injury arising from a health care incident is covered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits). ii.delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: 6045632541CNA74872XX(1-15)Policy No: 5Page7 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415987Page 186 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement Contractual Liability the Insured’s actual or alleged liability under any oral or written contract or agreement,including but not limited to express warranties or guarantees. iii.add the following additional exclusions. This insurance does not apply to: Discrimination any actual or alleged discrimination,humiliation or harassment,that includes but shall not be limited to claims based on an individual’s race,creed,color,age,gender,national origin,religion,disability,marital status or sexual orientation. Dishonesty or Crime Any actual or alleged dishonest,criminal or malicious act,error or omission. Medicare/Medicaid Fraud any actual or alleged violation of law with respect to Medicare,Medicaid,Tricare or any similar federal,state or local governmental program. Services Excluded by Endorsement Any health care incident for which coverage is excluded by endorsement. C.DEFINITIONS is amended to: i.add the following definitions: Health care incident means an act,error or omission by the Named Insured’s employees or volunteer workers in the rendering of: a.professional health care services on behalf of the Named Insured or b.Good Samaritan services rendered in an emergency and for which no payment is demanded or received. Professional health care services means any health care services or the related furnishing of food, beverages,medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required: a.Physician; b.Nurse; c.Nurse practitioner; d.Emergency medical technician; e.Paramedic; f.Dentist; g.Physical therapist; h.Psychologist; i.Speech therapist; j.Other allied health professional;or Professional health care services does not include any services rendered in connection with human clinical trials or product testing. 6045632541CNA74872XX(1-15)Policy No: 5Page8 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 187 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement ii.delete the definition of occurrence and replace it with the following: Occurrence means a health care incident.All acts,errors or omissions that are logically connected by any common fact,circumstance,situation,transaction,event,advice or decision will be considered to constitute a single occurrence; iii.amend the definition of Insured to: a.add the following: •the Named Insured’s employees are Insureds with respect to: (1)bodily injury to a co-employee while in the course of the co-employee’s employment by the Named Insured or while performing duties related to the conduct of the Named Insured’s business;and (2)bodily injury to a volunteer worker while performing duties related to the conduct of the Named Insured’s business; when such bodily injury arises out of a health care incident. •the Named Insured’s volunteer workers are Insureds with respect to: (1)bodily injury to a co-volunteer worker while performing duties related to the conduct of the Named Insured’s business;and (2)bodily injury to an employee while in the course of the employee’s employment by the Named Insured or while performing duties related to the conduct of the Named Insured’s business; when such bodily injury arises out of a health care incident. b.delete Subparagraphs (a),(b),(c)and (d)of Paragraph 2.a.(1)of WHO IS AN INSURED. c.add the following: Insured does not include any physician while acting in his or her capacity as such. D.The Other Insurance condition is amended to delete Paragraph b.(1)in its entirety and replace it with the following: Other Insurance b.Excess Insurance (1)To the extent this insurance applies,it is excess over any other insurance,self insurance or risk transfer instrument,whether primary,excess,contingent or on any other basis,except for insurance purchased specifically by the Named Insured to be excess of this coverage. 10.JOINT VENTURES /PARTNERSHIP /LIMITED LIABILITY COMPANIES WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following: No person or organization is an Insured with respect to: •the conduct of any current or past partnership or joint venture that is not shown as a Named Insured in the Declarations;nor •the conduct of a current or past limited liability company in which a Named Insured’s interest does/did not rise to the level of management control; except that if the Named Insured was a joint venturer,partner,or member of such a limited liability company,and such joint venture,partnership or limited liability company terminated prior to or during the policy period,then such 6045632541CNA74872XX(1-15)Policy No: 5Page9 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415988Page 188 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement Named Insured is an Insured with respect to its interest in such joint venture,partnership or limited liability company but only to the extent that: a.any offense giving rise to personal and advertising injury occurred prior to such termination date, and the personal and advertising injury arising out of such offense,first occurred after such termination date; b.the bodily injury or property damage first occurred after such termination date; and c.there is no other valid and collectible insurance purchased specifically to insure the partnership,joint venture or limited liability company. 11.LEGAL LIABILITY –DAMAGE TO PREMISES A.Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended to delete the first paragraph immediately following subparagraph (6)of the Damage to Property exclusion and replace it with the following: Paragraphs (1),(3)and (4)of this exclusion do not apply to property damage (other than damage by fire, lightning,explosion,smoke or leakage from automatic fire protective systems)to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner,nor to the contents of premises rented to the Named Insured for a period of 7 or fewer consecutive days.A separate limit of insurance applies to Damage To Premises Rented To You as described in LIMITS OF INSURANCE. B.Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following: Exclusions c.through n.do not apply to damage by fire,lightning,explosion,smoke or leakage from automatic fire protective systems to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner,nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in the LIMITS OF INSURANCE Section. C.LIMITS OF INSURANCE is amended to delete Paragraph 6.(the Damage To Premises Rented To You Limit)and replace it with the following: 6.Subject to Paragraph 5.above,(the Each Occurrence Limit),the Damage To Premises Rented To You Limit is the most the Insurer will pay under COVERAGE A for damages because of property damage to: a.any one premises while rented to a Named Insured or temporarily occupied by a Named Insured with the permission of the owner;and b.contents of such premises if the premises is rented to the Named Insured for a period of 7 or fewer consecutive days. The Damage To Premises Rented To You Limit is $500,000.unless a higher Damage to Premises Rented to You Limit is shown in the Declarations. D.The Other Insurance Condition is amended to delete Paragraph b.(1)(a)(ii),and replace it with the following: (ii)That is property insurance for premises rented to a Named Insured,for premises temporarily occupied by the Named Insured with the permission of the owner;or for personal property of others in the Named Insured’s care,custody or control; E.This Provision 11.does not apply if liability for damage to premises rented to a Named Insured is excluded by another endorsement attached to this Coverage Part. 6045632541CNA74872XX(1-15)Policy No: 5Page10 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 189 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement 12.MEDICAL PAYMENTS A.LIMITS OF INSURANCE is amended to delete Paragraph 7.(the Medical Expense Limit)and replace it with the following: 7.Subject to Paragraph 5.above (the Each Occurrence Limit),the Medical Expense Limit is the most the Insurer will pay under Coverage C –Medical Payments for all medical expenses because of bodily injury sustained by any one person.The Medical Expense Limit is the greater of: (1)$15,000 unless a different amount is shown here:;or (2)the amount shown in the Declarations for Medical Expense Limit. B.Under COVERAGES,the Insuring Agreement of Coverage C –Medical Payments is amended to replace Paragraph 1.a.(3)(b)with the following: (b)The expenses are incurred and reported to the Insurer within three years of the date of the accident;and 13.NON-OWNED AIRCRAFT Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft,Auto or Watercraft is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured,provided that: 1.the pilot in command holds a currently effective certificate issued by the duly constituted authority of the United States of America or Canada,designating that person as a commercial or airline transport pilot; 2.the aircraft is rented with a trained,paid crew to the Named Insured;and 3.the aircraft is not being used to carry persons or property for a charge. 14.NON-OWNED WATERCRAFT Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended to delete subparagraph (2)of the exclusion entitled Aircraft,Auto or Watercraft,and replace it with the following. This exclusion does not apply to: (2)a watercraft that is not owned by any Named Insured,provided the watercraft is: (a)less than 75 feet long;and (b)not being used to carry persons or property for a charge. 15.PERSONAL AND ADVERTISING INJURY –DISCRIMINATION OR HUMILIATION A.Under DEFINITIONS,the definition of personal and advertising injury is amended to add the following tort: •Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. B.Under COVERAGES,Coverage B –Personal and Advertising Injury Liability,the paragraph entitled Exclusions is amended to: 1.delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following: This insurance does not apply to: 6045632541CNA74872XX(1-15)Policy No: 5Page11 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415989Page 190 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising injury.This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person,but only if such discrimination or humiliation is not done intentionally by or at the direction of: (a)the Named Insured;or (b)any executive officer,director,stockholder,partner,member or manager (if the Named Insured is a limited liability company)of the Named Insured. 2.add the following exclusions: This insurance does not apply to: Employment Related Discrimination Discrimination or humiliation directly or indirectly related to the employment,prospective employment,past employment or termination of employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale,rental,lease or sub-lease or prospective sale,rental, lease or sub-lease of any room,dwelling or premises by or at the direction of any Insured. Notwithstanding the above,there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination. The coverage provided by this PERSONAL AND ADVERTISING INJURY –DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an Insured derives solely from •Provision 1.ADDITIONAL INSURED of this endorsement;or •attachment of an additional insured endorsement to this Coverage Part. 16.PERSONAL AND ADVERTISING INJURY -LIMITED CONTRACTUAL LIABILITY A.Under COVERAGES,Coverage B –Personal and Advertising Injury Liability,the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability Personal and advertising injury for which the Insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages: (1)that the Insured would have in the absence of the contract or agreement;or (2)assumed in a contract or agreement that is an insured contract provided the offense that caused such personal or advertising injury first occurred subsequent to the execution of such insured contract.Solely for the purpose of liability assumed in an insured contract,reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an Insured are deemed to be damages because of personal and advertising injury provided: (a)liability to such party for,or for the cost of,that party's defense has also been assumed in such insured contract;and (b)such attorney fees and litigation expenses are for defense of such party against a civil or alternative dispute resolution proceeding in which covered damages are alleged. 6045632541CNA74872XX(1-15)Policy No: 5Page12 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 191 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement B.Solely for the purpose of the coverage provided by this paragraph,DEFINITIONS is amended to delete the definition of insured contract in its entirety,and replace it with the following: Insured contract means that part of a written contract or written agreement pertaining to the Named Insured’s business under which the Named Insured assumes the tort liability of another party to pay for personal or advertising injury arising out of the offense of false arrest,detention or imprisonment.Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. C.Solely for the purpose of the coverage provided by this paragraph,the following changes are made to the Section entitled SUPPLEMENTARY PAYMENTS –COVERAGES A AND B: 1.Paragraph 2.d.is replaced by the following: d.The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no conflict appears to exist between the interests of the Insured and the interests of the indemnitee; 2.The first unnumbered paragraph beneath Paragraph 2.f.(2)(b)is deleted and replaced by the following: So long as the above conditions are met,attorneys fees incurred by the Insurer in the defense of that indemnitee,necessary litigation expenses incurred by the Insurer,and necessary litigation expenses incurred by the indemnitee at the Insurer’s request will be paid as defense costs.Notwithstanding the provisions of Paragraph e.(2)of the Contractual Liability exclusion (as amended by this Endorsement),such payments will not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. D.This PERSONAL AND ADVERTISING INJURY -LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B –Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. 17.PROPERTY DAMAGE –ELEVATORS A.Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3),(4)and (6)of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B.Solely for the purpose of the coverage provided by this PROPERTY DAMAGE –ELEVATORS Provision,the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance,whether primary,excess,contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 18.SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS –COVERAGES A AND B is amended as follows: A.Paragraph 1.b.is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit;and B.Paragraph 1.d.is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000.limit. 19.PROPERTY DAMAGE -PATTERNS MOLDS AND DIES Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended to delete subparagraphs (3)and (4)of the Exclusion entitled Damage to Property,but only with respect to patterns,molds or dies that are in the care,custody or control of the Insured,and only if such patterns, molds or dies are not being used to perform operations at the time of loss.A limit of insurance of $25,000 per policy period applies to this PROPERTY DAMAGE -PATTERNS MOLDS AND DIES coverage,and this limit: 6045632541CNA74872XX(1-15)Policy No: 5Page13 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission.40020004160456325415990Page 192 of 279 CNA PARAMOUNT Technology General Liability Extension Endorsement A.is included within the General Aggregate Limit as described in LIMITS OF INSURANCE;and B.applies excess over any valid and collectible property insurance available to the Insured,including any deductible applicable to such insurance;the Other Insurance condition is changed accordingly. 20.UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured’s Coverage Part,the Insurer will not deny coverage under this Coverage Part because of such failure. 21.WAIVER OF SUBROGATION -BLANKET Under CONDITIONS,the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1.the Named Insured’s ongoing operations;or 2.your work included in the products-completed operations hazard. However,this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement,and only if such contract or agreement: 1.is in effect or becomes effective during the term of this Coverage Part;and 2.was executed prior to the bodily injury,property damage or personal and advertising injury giving rise to the claim. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy,unless another effective date is shown below,and expires concurrently with said Policy. 6045632541CNA74872XX(1-15)Policy No: 5Page14 of 14 Endorsement No: Nat'l Fire Ins Co of Hartford 01/01/2021EffectiveDate: NAGRA USA, LLCInsuredName: Copyright CNA All Rights Reserved.Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 193 of 279 Business Auto Policy Policy Endorsement WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: NAGRA USA, LLC Endorsement Effective Date: 01/01/2021 SCHEDULE Name(s) Of Person(s) Or Organization(s): ANY PERSON OR ORGANIZATION FOR WHOM OR WHICH YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO OBTAIN THIS WAIVER FROM US. YOU MUST AGREE TO THAT REQUIREMENT PRIOR TO LOSS. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. BUA 6045632586 Endorsement No: 8; Page: 1 of 1 Policy Page: 51 of 137 Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: CA 04 44 10 13 Endorsement Effective Date: Policy No: Policy Effective Date: 01/01/2021Endorsement Expiration Date: © Copyright Insurance Services Office, Inc., 2011 Page 194 of 279 Business Auto Policy Policy Endorsement LESSOR - ADDITIONAL INSURED AND LOSS PAYEE THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: NAGRA USA, LLC Endorsement Effective Date: 01/01/2021 SCHEDULE Insurance Company: Valley Forge Insurance Company Policy Number: 6045632586 Effective Date: 01/01/2021 Expiration Date: 01/01/2022 Named Insured: NAGRA USA, LLC Address: 5090 N 40TH ST PHOENIX, AZ 85018-2111 Additional Insured (Lessor): Address: Designation Or Description Of "Leased Autos": Coverages Limit Of Insurance Liability $1,000,000 Each"Accident" Comprehensive Actual Cash Value Or Cost Of Repair, Whichever Is Less, Minus $1,000 Deductible For Each Covered "Leased Auto" Collision Actual Cash Value Or Cost Of Repair, Whichever Is Less, Minus $1,000 Deductible For Each Covered "Leased Auto" Specified Causes Of Loss Actual Cash Value Or Cost Of Repair, Whichever Is Less, Minus Deductible For Each Covered "Leased Auto" BUA 6045632586 Endorsement No: 9; Page: 1 of 2 Policy Page: 52 of 137 Underwriting Company: Valley Forge Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: CA 20 01 10 13 Endorsement Effective Date: Policy No: Policy Effective Date: 01/01/2021Endorsement Expiration Date: © Copyright Insurance Services Office, Inc., 2011 Page 195 of 279 Workers Compensation And Employers Liability Insurance Policy Endorsement WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Any person or organization for which the employer has agreed by written contract, executed prior to loss, may execute a waiver of subrogation. However, for purposes of work performed by the employer in Missouri, this waiver of subrogation does not apply to any construction group of classifications as designated by the waiver of right to recover from others (subrogation) rule in our manual. Schedule Any Person or Organization on whose behalf you are required to obtain this waiver of our right to recover from under a written contract or agreement. The premium charge for the endorsement is reflected in the Schedule of Operations. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. WC 6 45632555 Endorsement No: 4; Page: 1 of 1 Policy Page: 164 of 248 Underwriting Company: The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: WC 00 03 13 (04-1984) Endorsement Effective Date: Policy No: Policy Effective Date: 01/01/2021Endorsement Expiration Date: Copyright 1983 National Council on Compensation Insurance.Page 196 of 279 Workers Compensation And Employers Liability Insurance Policy Endorsement BLANKET WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS This endorsement changes the policy to which it is attached. It is agreed that Part One - Workers’ Compensation Insurance G. Recovery From Others and Part Two - Employers’ Liability Insurance H. Recovery From Others are amended by adding the following: We will not enforce our right to recover against persons or organizations. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) PREMIUM CHARGE - Refer to the Schedule of Operations The charge will be an amount to which you and we agree that is a percentage of the total standard premium for California exposure. The amount is 2%. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. WC 6 45632569 Endorsement No: 2; Page: 1 of 1 Policy Page: 32 of 46 Underwriting Company: American Casualty Company of Reading, Pennsylvania, 151 N Franklin St, Chicago, IL 60606 Form No: G-19160-B (11-1997) Endorsement Effective Date: Policy No: Policy Effective Date: 01/01/2021Endorsement Expiration Date: © Copyright CNA All Rights Reserved.Page 197 of 279 May 13, 2021 Item No. 8.8. Annual Price Agreements for Electric Warehouse Inventory of Distribution Conductor with estimated annual expenditure in the amount not to exceed $1,264,275, awarded to Techline, Inc. Sponsor:Mary Ellen Leonard, Director of Fiscal Services Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding approval of the City’s Annual Price Agreements for Electric Warehouse Inventory of Distribution Conductor with estimated annual expenditure in the amount not to exceed $1,264,275, awarded to Techline, Inc. Relationship to Strategic Goals: 1) Core Services and Infrastructure 2) Financial Sustainability Recommendation(s): Staff recommends award of the annual price agreement with Techline for $1,264,275. This is a contract estimate and within past fiscal year’s history for city-wide electrical warehouse needs. Summary: Staff issued Bid #21-038 on March 19, 2021, for Electric Distribution Conductor, and the Bid was opened on April 6, 2021. Five (5) sealed proposals were received and were reviewed by Electric Staff to ensure the compliance of needed specifications. The award for Electric Conductor Distribution will be for a one-year (1) price agreement with an option to renew two (2) additional one (1) year contracts. Upon Council approval, staff will issue a blanket contract to the vendor, to be used by Electric Warehouse throughout the year. Budget & Financial Summary: Funds are available and budgeted within the Electrical Fund. Various projects may be expensed as supplies are pulled from inventory and issued to staff. Attachments: 1.21-038 Bid Award CC 051321 Page 198 of 279 BID 21-038 AWARD TO TECHLINE, INC. Line # Description QTY UOM Unit Extended Unit Extended Unit Extended Unit Extended Unit Extended 1 1/0 AWG 15kV (280-080-00001) - Class B, 150,000 FT 2.510$ 376,500.00$ 3.170$ 475,500.00$ 3.300$ 495,000.00$ 3.09 463,500.00$ 4.810$ 721,500.00$ 2 1000 MCM 15kV (280-080-00016) - Class B 60,000 FT 9.700$ 582,000.00$ 11.115$ 666,900.00$ 10.500$ 630,000.00$ 12.15 729,000.00$ 15.320$ 919,200.00$ 3 1/0 AWG (Brenau) Triplex 600V (280- 080-00014) - Class B,2,000 FT 0.940$ 1,880.00$ 0.749$ 1,498.00$ 0.880$ 1,760.00$ 1.08 2,160.00$ 1.600$ 3,200.00$ 4 2/0 AWG (Converse) Triplex 600V (280- 080-00002) - Class B, c 64,000 FT 1.070$ 68,480.00$ 0.934$ 59,776.00$ 1.020$ 65,280.00$ 1.36 87,040.00$ 1.800$ 115,200.00$ 5 4/0 AWG (Sweetbriar) Triplex 600V (280-080-00003) - Class B 11,000 FT 1.390$ 15,290.00$ 1.430$ 15,730.00$ 1.450$ 15,950.00$ 1.64 18,040.00$ 2.600$ 28,600.00$ 6 350 MCM (Wesleyan) Triplex 600V (280-080-00006) - Class B,18,000 FT 2.200$ 39,600.00$ 2.250$ 40,500.00$ 2.350$ 42,300.00$ 2.56 46,080.00$ 4.100$ 73,800.00$ 7 500 MCM (Rider) Triplex 600V (280- 080-00021) - Class B 3,000 FT 3.400$ 10,200.00$ 3.300$ 9,900.00$ 3.600$ 10,800.00$ 4.3 12,900.00$ 6.100$ 18,300.00$ 8 350 MCM (Slippery Rock) Quadruplex 600V (280-080-00017) - Class B,2,000 FT 3.500$ 7,000.00$ 2.952$ 5,904.00$ 3.520$ 7,040.00$ 4.3 8,600.00$ 5.700$ 11,400.00$ 9 500 MCM (Wofford) Quadruplex 600V (280-080-00018) - Class B, 5,000 FT 5.750$ 28,750.00$ 4.390$ 21,950.00$ 4.790$ 23,950.00$ 5.64 28,200.00$ 8.410$ 42,050.00$ 10 477 MCM AAC (Cosmos) 15kV (280- 058-00017) - Overhead Distribution Cable,175,000 FT 0.769$ 134,575.00$ 0.65$ 113,750.00$ 0.890$ 155,750.00$ 1.08 189,000.00$ 1.300$ 227,500.00$ 1,264,275.00$ 1,411,408.00$ 1,447,830.00$ 1,584,520.00$ 2,160,750.00$ Grand Total per Vendor COMMENTS Stuart Irby Cooperatives Texas Electric KBS ELECTRICAL DIST. GROUP AMERICAN WIRE Techline, Inc. BID 21-038 BID TABULATION 4/8/2021Page 199 of 279 May 13, 2021 Item No. 8.9. 511 University Drive East Lease Amendment #2 Sponsor:Brian Piscacek, Assistant to the City Manager Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding the second lease amendment with JAR Capital Investments, LLC, amending the original lease by extending the term for leased space at 511 University Drive East. Relationship to Strategic Goals: Good Governance Recommendation(s): Staff recommend approval of the lease amendment. Summary: The original lease between JAR Capital Investments, LLC, and the City of College Station was a three-year lease beginning in 2016. This was amended in April 2018 to extend an additional two years, for a total of five. The final year of the lease ends May 31, 2021. This second amendment proposes to extend the lease term for an additional six months, beginning June 1, 2021, and then move month-to-month, to coincide with the completion of the new city hall facility. Contract 16300284 Budget & Financial Summary: Months 01 thru 12: $9,448.50 per month ($18.00 / sq. ft. per year) Months 13 thru 24: $9,731.96 per month ($18.54 / sq. ft. per year) Months 25 thru 36: $10,020.66 per month ($19.09 / sq. ft. per year) Months 37 thru 48: $10,321.28 per month ($19.66 / sq. ft. per year) Months 49 thru 60: $10,629.46 per month ($20.25 / sq. ft. per year) Months 61 thru 66: $6,312.29 per month ($20.50 / sq. ft. per year) Months 67 and beyond: $6,312.29 per month ($20.50 / sq. ft. per year) Attachments: 1.16300284 A2 -- RF Page 200 of 279 CONTRACT & AGREEMENT ROUTING FORM CONTRACT#: _______ PROJECT#: _________ BID/RFP/RFQ#: _______ Project Name / Contract Description: _____________________________________________________ ____________________________________________________________ Name of Contractor: ____________________________________________________________ CONTRACT TOTAL VALUE: $ _________________ Grant Funded Yes No If yes, what is the grant number: Debarment Check Yes No N/A Davis Bacon Wages Used Yes No N/A Section 3 Plan Incl. Yes No N/A Buy America Required Yes No N/A Transparency Report Yes No N/A NEW CONTRACT RENEWAL # _____ CHANGE ORDER # _____ OTHER ______________ BUDGETARY AND FINANCIAL INFORMATION (Include number of bids solicited, number of bids received, funding source, budget vs. actual cost, summary tabulation) ___________________________________________________________________________________________ ___________________________________________________________________________________________ (If required)* CRC Approval Date*: __________ Council Approval Date*: ____________ Agenda Item No*: ______ --Section to be completed by Risk, Purchasing or City Secretary’s Office Only— Insurance Certificates: ______ Performance Bond: ________ Payment Bond: ________ Info Tech: _______ SIGNATURES RECOMMENDING APPROVAL __________________________________________ _________________________________ DEPARTMENT DIRECTOR/ADMINISTERING CONTRACT DATE __________________________________________ _________________________________ LEGAL DEPARTMENT DATE __________________________________________ _________________________________ ASST CITY MGR – CFO DATE APPROVED & EXECUTED __________________________________________ _________________________________ CITY MANAGER DATE __________________________________________ _________________________________ MAYOR (if applicable) DATE __________________________________________ _________________________________ CITY SECRETARY (if applicable) DATE NA 4/27/2021 4/30/2021 4/30/2021 Page 201 of 279 SECOND LEASE AMENDMENT OFFICE LEASE FOR 511 UNIVERSITY DRIVE EAST This Lease Amendment is by and between JAR Capital Investments, LLC, {with its successors, called "Landlord"), and The City of College Station, a Texas Home Rule Municipal Corporation {with its successors, called "Tenant"), in consideration of their mutual covenants and agreements in this Lease Amendment, the parties agree as follows: WHEREAS, Landlord and Tenant entered into an Office Lease for 511 University Drive East Agreement March 1, 2016 by Tenant with contract number 16300284 {collectively hereinafter referred to as the "Lease"), for certain real property containing approximately 6,299 square feet located at 511 University Drive East, College Station, Texas 77840; and WHEREAS, Landlord and Tenant on May 1, 2018 amended the Least term to five (5) years, and WHEREAS, Landlord and Tenant desire to amend the Lease by extending the Lease term with a month-to-month option, adjusting the base rent and amending the Premises by reducing the size; and NOW THEREFORE, in consideration of the foregoing and the mutual covenants and promises set forth below, Landlord and Tenant agree to amend the Lease follows: 1. SUMMARY AND DEFINITIONS. The following definitions apply in this Lease: {a) Term. Five (5) years and six (6) months, then renewing month-to- month. {c) Termination Date. This Lease shall terminate on the Termination Date, or at the end of any extension, renewal, or at the end of a month-to- month term with thirty (30) days advanced written termination notice. Tenant hereby agrees that if Tenant fails to surrender the Leased Premises at the end of the Term, or any renewal thereof, Tenant will be liable to Landlord for any and all reasonable damages which Landlord shall suffer by reason thereof. {d) Monthly Base Rent: Months 01 thru 12: $9,448.50 per month ($18.00 I sq. ft. per year) Months 13 thru 24: $9,731.96 per month ($18.54 /sq. ft. per year) Months 25 thru 36: $10,020.66 per month ($19.09 /sq. ft. per year) Months 37 thru 48: $10,321.28 per month ($19.66 /sq. ft. per year) Months 49 thru 60: $10,629.46 per month ($20.25 /sq. ft. per year) Months 61 thru 66: $6,312.29 per month ($20.50 I sq. ft. per year) Months 67 and beyond: $6,312.29 per month ($20.50 I sq. ft. per year) 511 University Lease 2nd Amendment Contract No. 16300284 Page 1 of3 Page 202 of 279 (g) Premises: (i) Months 01 thru 60. Designated by the outlined area on the site plan attached as Exhibit "A" and containing approximately 6,299 square feet located within the Building. (ii) Months 61 and beyond. The Premises size is reduced by removed the Police Department section starting with Month 61, as designated on the site plan attached as Exhibit "D" -Revised Premises to include approximately 3,695 square feet for the Community Services Department. All other terms, covenants and conditions of the Lease shall remain in full force and effect. IN WITNESS WHEREOF, this Lease Amendment is hereby executed in multiple originals as of the date approved by the Tenant. JAR CAPITAL INVESTMENTS, LLC, LANDLORD CITY OF COLLEGE STATION, TENANT By:------------------~ Jennifer Dunkin, Manager Date: ----- 511 University Lease 2nc1 Amendment Contract No. 16300284 By: ______________ ~ Mayor Date: ____ _ ATTEST: City Secretary Date: ----- APPROVED: City Manager Date: ----- City Attorney Date: ------ Assistant City Manager/CFO Date: ----- Page 2 of3 4/27/2021 4/30/2021 4/30/2021 Page 203 of 279 Exhibit "D" -Revised Premises Removing the Police Department Section REMOVE 511 University Lease 2"d Amendment Contract No. 16300284 REMOVE KEEP Page 3 of 3 Page 204 of 279 May 13, 2021 Item No. 8.10. Northgate Bollard Project Sponsor:Emily Fisher, Assistant Director of Public Works Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding a construction contract in the amount of $143,576.80 with Brazos Paving, Inc. for the Northgate Bollard project. Relationship to Strategic Goals: 1. Core Services and Infrastructure 2. Improving Mobility Recommendation(s): Staff recommends approval. Summary: This project includes the installation of bollards on Boyett Street between University and Patricia Street. This installation is meant to be deployed on weekends to close the street to vehicle traffic in conjunction with other traffic control. Currently the City has a contracted third-party vendor deploy steel barricades and traffic control to close Boyett. The bollards will remove the need for the steel barricades and contracted traffic control. The bollards and traffic control will be deployed by City staff. The project was bid via sealed bid proposal in April 2021, bid #21-040. Three (3) sealed bids were submitted. The lowest bidder was not selected. Staff determined that the lowest bidder was a non- responsive bidder for this project because they were unable to provide a bid for a bollard that met the city’s specification. Therefore, the award is to the lowest responsive bidder. The base bid plus Alternate#1 was accepted. Budget & Financial Summary: Budget in the amount of $230,000 is included for this project in the Streets Capital Projects Fund. A total of $52,930.20 has been expended or committed to date, leaving a balance of $177,069.80 in the total project budget for this construction contract Attachments: 1.Bid Tabulation 2.Project Map Page 205 of 279 City of College Station ‐ Purchasing DivisionBid Tabulation for #21‐040"Boyett Bollard Project"Open Date:  Thursday, April 9, 2021 @ 2:00 p.m.BASE BIDItemDescriptionQTYUOMUnit Total Unit Total Unit Total1 Mobilization  1 LS20,250.00$     20,250.00$     15,000.00$     15,000.00$     10,000.00$     10,000.00$     2 Traffic Control 1 LS3,500.00$       3,500.00$       15,000.00$     15,000.00$     10,000.00$     10,000.00$     3 Erosion and Sedimentation Control  1 LS300.00$          300.00$          3,500.00$       3,500.00$       1,000.00$       1,000.00$       4Sawcut and Removal of Existing Concrete Pavement 14.9 SY120.00$           1,788.00$        450.00$          6,705.00$       100.00$           1,490.00$       5Sawcut and Removal of Existing Sidewalk 5.0 SY100.00$           500.00$           150.00$          750.00$          100.00$           500.00$          6Sawcut and Removal of Existing Asphalt Pavement 6.5 SY80.00$              520.00$           210.00$          1,365.00$       100.00$           650.00$          7Removal of Existing Concrete Curb and Gutter 12.0 LF20.00$              240.00$           300.00$          3,600.00$       30.00$              360.00$          8Reinforced Concrete Bollard Foundation 207CF50.00$             10,350.00$     15.00$             3,105.00$       25.00$             5,175.00$       9 Brick Pavers 1.6 SY225.00$          360.00$          750.00$          1,200.00$       300.00$          480.00$          10 Concrete Sidewalk  3.4 SY135.00$          459.00$          850.00$          2,890.00$       100.00$          340.00$          11 4" Slotted French Drain System 66 LF120.00$          7,920.00$       6.00$               396.00$          200.00$          13,200.00$     12 4" PVC  Drain System 48 LF90.00$             4,320.00$       9.00$               432.00$          200.00$          9,600.00$       13Bollard Assembly 18 EA3,944.00$       70,992.00$     4,000.00$       72,000.00$     2,000.00$       36,000.00$     14 Bollard Instalation 18 EA300.00$          5,400.00$       1,500.00$       27,000.00$     200.00$          3,600.00$       ALTERNATE 1GENERAL CONSTRUCTION ITEMSITEM DESCRIPTION QTY UNITUnit Total Unit Total Unit Total11" Mill and Wedge Grind 602 SY8.00$               4,816.00$       25.00$             15,050.00$     5.00$               3,010.00$       2 Tack Coat 30 GAL10.00$             300.00$          90.00$             2,700.00$       50.00$             1,500.00$       32" Type 'D' Overlay68 TON150.00$          10,200.00$     250.00$          17,000.00$     200.00$          13,600.00$     4Pavement Marking, Thermoplastic w/ sealant, Yellow, Double 4" Solid lines 70 LF9.35$                654.50$           35.00$              2,450.00$        20.00$              1,400.00$       5Pavement Markings, Thermoplastic w/ sealant, White 6" Solid 41 LF8.80$                360.80$           45.00$              1,845.00$        20.00$              820.00$          6Pavement Markings, Thermoplastic w/ sealant, White 24" Solid 15 LF23.10$              346.50$           60.00$              900.00$           100.00$           1,500.00$       YYYYAddenda Acknowledged YNOTES:192,888.00$ 114,225.00$ Bid CertificationYBid BondYYYBrazos Paving, Inc. (Prewitt) Jugany Group Inc Palasota Contracting, LLC39,945.00$ 21,830.00$ ALTERNATE 1 SUBTOTAL16,677.80$ BASE BID (+) ALTERNATE 1 TOTAL143,576.80$ Brazos Paving, Inc. (Prewitt) Jugany Group Inc Palasota Contracting, LLCBASE BID TOTAL126,899.00$ 152,943.00$ 92,395.00$ GENERAL CONSTRUCTION ITEMSITB 21‐040  ‐ Page 1Page 206 of 279 SEC O N D S T FIR S T S T CHURCH AVPATRICIA STBO Y E T T S T C O L L E G E M A I N S T AS B U R Y S T HO U S T O N S T HOGG STUNIVERSITYDRN 0 17587.5 Feet This product is for informational purposes only and has not been prepared for and is not suitable for legal, engineering, construction, or surveying purposes. It does not represent an on-the-ground survey and represents only the approximate relative location of certain geographic features. No warranty, expressed or implied, is made by the City of College Station as to the accuracy, completeness, suitability, or timeliness of the information contained herein.The City of College Station assumes no responsibility for any private or commercial use, misuse, reliance, or interpretation of the information provided herein, or any loss resulting therefrom. City of College Station Page 207 of 279 May 13, 2021 Item No. 8.11. Woodson Village Change Order No. 1 Sponsor:Emily Fisher, Assistant Director of Public Works Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding Change Order No. 1 in the amount of $126,859.60 to the construction contract with Elliott Construction for the Woodson Village Rehabilitation project. Relationship to Strategic Goals: 1. Core Services and Infrastructure Recommendation(s): Staff recommends approval. Summary: This project includes the rehabilitation of water and wastewater lines in the Southgate area, in the vicinity of Haines Drive, Glade Street, Dexter Drive, and Timm Drive. The sanitary sewer lines need replacement due to an increase in service disruptions caused by deteriorating lines, shallow lines, and poor access to main. The water distribution lines need replacement due to an increase in service disruptions caused by deteriorating lines and inadequate fire protection due to the existence of smaller lines within the respective area. The project was originally bid via competitive sealed proposals in early 2020, bid # 20-030. Prior to submitting a construction contract to Council for approval, COVID-19 hit locally, and Water and Wastewater Services chose to delay the construction of the project until FY ’21. The project was rebid via competitive sealed proposals in the fall of 2020, and three proposals were received, bid # 21-004. The construction contract was awarded to Elliott Construction at the January 14, 2021, Council Meeting. On April 1, 2021, four days before the effective date of the Notice to Proceed with Construction Activities, Elliott Construction informed the City that PVC Pipe Supplier JM Eagle declared Force Majeure on February 22, 2021, due to supply chain disruptions caused by the February winter storm event. These conditions impacted their nationwide operations and limits their ability to meet product demands, including orders that were currently in process. As a result, suppliers are not able to honor their quotes on the Woodson Village Project for PVC pipe material, resulting in the contractor's inability to procure the specified products. This change order is based upon the revised unit costs of impacted material and adjusts the unit prices, and the contract amount, accordingly. Budget & Financial Summary: A combined total budget in the amount of $7,115,000 is included for these projects in the Water and Wastewater Capital Improvement Projects Funds. A combined total of $5,911,046 has been expended or committed to date, leaving a combined balance of $1,203,954 for this change order and future expenses. Page 208 of 279 Attachments: 1.Woodson Village Rehab Project Map 2.Change Order 1 Packet Page 209 of 279 FAIRVIEWAVENUETIMBERSTREETANDERSONSTREETGLADESTREETBIZZELLSTREETCOKE STREETLEWISSTREETLEWISSTREETALPINECIRCLENEWTONROADSWISSCOURTOAKDALECIRCLEANGUSAVENUETOWNPLACEDRIVEWELSHAVENUEARCTICDEXTERDRIVE WESTANNASTREETKERRYSTREETBURTSTREETTRINITYPLACEHIGHLANDSSTREETMARYEMSTREETELEANORSTREETAYRSHIRESTREETMEDINADRIVEAURORACOURTGUNSMITHSTREETBARTHELOWDRIVECAROLINASTREETMONTCLAIRAVENUELANGFORDSTREETPERSHINGAVENUEOLDJERSEYSTREETTHOMPSONSTREETEDWARDSTREETPARKPLACECAUDILLSTREETD E X TERD R IV E SOUTHDETROITSTREETHOLIK STREETVILLAGEDRIVEG EORGIASTREETS UFFOLKA VENUELEE AVENUELEMONTREELANEPINERIDGEDRIVELAWYERSTREETLAURALANESOUTHWESTPARKWAYHOLLEMANDRIVEW E LLB O R N R O A DGEORGEBUSH DRIVEDEXTERDRIVELUTHERSTREET¯Woodson Village RehabNote: The accuracy of this data is limited to the validity and accuracy of available data, and therefor the city makes no representation or warranties as to the accuracy of the data. Any party using the data does so at their own risk. This data is produced pursuant to the Texas Public Information Act. For specific questions regarding this map contact Planning and Development Services.Page 210 of 279 CHANGE ORDER NO. 1 DATE: April 19, 2021 Contract No. 21300088 P.O.# 21201535 PROJECT: Woodson Village Utility Rehabilitation OWNER:CONTRACTOR: City of College Station Elliott Construction P.O. Box 9960 PO BOX 510 Ph: 979- 690- 7071 College Station, Texas 77842 Wellborn, TX 77881 Fax: 979- 690- 7152 PURPOSE OF THIS CHANGE ORDER: ITEM UNIT ORIGINAL REVISED ADDED NO UNIT DESCRIPTION PRICE QUANTITY QUANTITY COST 41 LF 24" Steel Casing Pipe by Dry Mechanical Bore w\15" SDR26-ASTM F-679 PVC Sanitary Sewer Line by Bore $390.00 160 0 ($62,400.00) 41 LF 24" Steel Casing Pipe by Dry Mechanical Bore w\15" SDR26-ASTM F-679 PVC Sanitary Sewer Line by Bore $396.00 0 160 $63,360.00 43 LF 16" HDPE (DR-17) Sanitary Sewer Pipe by Pipe Bursting $106.00 982 0 ($104,092.00) 43 LF 16" HDPE (DR-17) Sanitary Sewer Pipe by Pipe Bursting $113.30 0 982 $111,260.60 44 LF 15" SDR26-ASTM F-679 PVC Sanitary Sewer Line by Open Cut w/Grade 4 Stone Emb. and Full Depth Cement Stabilized Sand Backfill $113.00 364 0 ($41,132.00) 44 LF 15" SDR26-ASTM F-679 PVC Sanitary Sewer Line by Open Cut w/Grade 4 Stone Emb. and Full Depth Cement Stabilized Sand Backfill $119.00 0 364 $43,316.00 45 LF 15" SDR26-ASTM F-679 PVC Sanitary Sewer Line by Open Cut w/Grade 4 Stone Emb.$68.00 837 0 ($56,916.00) 45 LF 15" SDR26-ASTM F-679 PVC Sanitary Sewer Line by Open Cut w/Grade 4 Stone Emb.$74.00 0 837 $61,938.00 46 LF 12" HDPE (DR-17) Sanitary Sewer Pipe by Pipe Bursting $89.00 315 0 ($28,035.00) 46 LF 12" HDPE (DR-17) Sanitary Sewer Pipe by Pipe Bursting $94.00 0 315 $29,610.00 47 LF 10" HDPE (DR-17) Sanitary Sewer Pipe by Pipe Bursting $89.00 127 0 ($11,303.00) 47 LF 10" HDPE (DR-17) Sanitary Sewer Pipe by Pipe Bursting $94.00 0 127 $11,938.00 48 LF 10" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Open Cut w/Full Depth Cement Stabilized Sand Backfill $92.00 78 0 ($7,176.00) 48 LF 10" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Open Cut w/Full Depth Cement Stabilized Sand Backfill $95.00 0 78 $7,410.00 49 LF 10" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Open Cut $60.00 10 0 ($600.00) 49 LF 10" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Open Cut $65.50 0 10 $655.00 A. JM Eagle Declaration of Force Majeure: PVC Pipe Supplier JM Eagle declared Force Majeure on February 22, 2021 due to supply chain disruptions caused by the February winter storm event. These conditions impacted their nationwide operations and limits their ability to meet product demands, including orders that were currently in process. As a result, suppliers are not able to honor their quotes on the Woodson Village Project for PVC pipe material, resulting in the contractor's inability to procure the specified products. This change order is based upon the revised unit costs of impacted material and adjusts the unit prices, and the contract amount, accordingly. Page 1 of 5 Page 211 of 279 53 LF 8" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Open Cut w/Full Depth Cement Stabilized Sand Backfill $85.00 1306 0 ($111,010.00) 53 LF 8" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Open Cut w/Full Depth Cement Stabilized Sand Backfill $88.00 0 1306 $114,928.00 54 LF 8" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Open Cut $55.00 60 0 ($3,300.00) 54 LF 8" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Open Cut $57.00 0 60 $3,420.00 55 LF 8" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Bore $85.00 100 0 ($8,500.00) 55 LF 8" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Bore $88.00 0 100 $8,800.00 57 LF 6" HDPE (DR-17) Sanitary Sewer Pipe by Pipe Bursting $44.00 10817 0 ($475,948.00) 57 LF 6" HDPE (DR-17) Sanitary Sewer Pipe by Pipe Bursting $46.00 0 10817 $497,582.00 58 LF 6" HDPE (DR-17) Sanitary Sewer Pipe by Open Cut w/Full Depth Cement Stabilized Sand Backfill $80.00 8 0 ($640.00) 58 LF 6" HDPE (DR-17) Sanitary Sewer Pipe by Open Cut w/Full Depth Cement Stabilized Sand Backfill $82.25 0 8 $658.00 59 LF 6" HDPE (DR-17) Sanitary Sewer Pipe by Open Cut $50.00 14 0 ($700.00) 59 LF 6" HDPE (DR-17) Sanitary Sewer Pipe by Open Cut $52.00 0 14 $728.00 60 LF 6" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Open Cut w/Full Depth Cement Stabilized Sand Backfill $80.00 61 0 ($4,880.00) 60 LF 6" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Open Cut w/Full Depth Cement Stabilized Sand Backfill $81.00 0 61 $4,941.00 61 LF 6" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Open Cut $52.00 141 0 ($7,332.00) 61 LF 6" SDR26-ASTM D3034 PVC Sanitary Sewer Line by Open Cut $53.00 0 141 $7,473.00 73 LF 4" Sanitary Sewer Short Service Connection (Includes Backlot Connections)$950.00 200 0 ($190,000.00) 73 EA 4" Sanitary Sewer Short Service Connection (Includes Backlot Connections)$970.00 0 200 $194,000.00 78 LF 20" Steel Casing Pipe by Dry Mechanical Bore w/ 12" AWWA C-900 DR14 PVC Water Line and Casing Spacers $340.00 60 0 ($20,400.00) 78 LF 20" Steel Casing Pipe by Dry Mechanical Bore w/ 12" AWWA C-900 DR14 PVC Water Line and Casing Spacers $355.00 0 60 $21,300.00 79 LF 16" Steel Casing Pipe by Dry Mechanical Bore w/ 8" AWWA C-900 DR14 PVC Water Line and Casing Spacers $272.00 348 0 ($94,656.00) 79 LF 16" Steel Casing Pipe by Dry Mechanical Bore w/ 8" AWWA C-900 DR14 PVC Water Line and Casing Spacers $280.00 0 348 $97,440.00Page 2 of 5 Page 212 of 279 80 LF 12" AWWA C-900 DR14 PVC Water Line by Open Cut w/ Full Depth Cement Stabilized Sand Backfill $73.00 1531 0 ($111,763.00) 80 LF 12" AWWA C-900 DR14 PVC Water Line by Open Cut w/ Full Depth Cement Stabilized Sand Backfill $81.00 0 1531 $124,011.00 81 LF 12" AWWA C-900 DR14 PVC Water Line by Open Cut $64.00 67 0 ($4,288.00) 81 LF 12" AWWA C-900 DR14 PVC Water Line by Open Cut $72.00 0 67 $4,824.00 82 LF 12" AWWA C-900 DR14 PVC Water Line by Other Than Open Cut $135.00 260 0 ($35,100.00) 82 LF 12" AWWA C-900 DR14 PVC Water Line by Other Than Open Cut $143.00 0 260 $37,180.00 85 LF 8" AWWA C-900 DR14 PVC Water Line by Open Cut w/ Full Depth Cement Stabilized Sand Backfill $60.50 8748 0 ($529,254.00) 85 LF 8" AWWA C-900 DR14 PVC Water Line by Open Cut w/ Full Depth Cement Stabilized Sand Backfill $64.00 0 8748 $559,872.00 86 LF 8" AWWA C-900 DR14 PVC Water Line by Open Cut $51.00 777 0 ($39,627.00) 86 LF 8" AWWA C-900 DR14 PVC Water Line by Open Cut $55.00 0 777 $42,735.00 87 LF 8" AWWA C-900 DR14 PVC Water Line by Other Than Open Cut $80.00 905 0 ($72,400.00) 87 LF 8" AWWA C-900 DR14 PVC Water Line by Other Than Open Cut $84.00 0 905 $76,020.00 88 LF 8" AWWA C-900 DR14 PVC Water Line by Pipe Bursting $126.00 3216 0 ($405,216.00) 88 LF 8" AWWA C-900 DR14 PVC Water Line by Pipe Bursting $130.00 0 3216 $418,080.00 83.1 LF 12" HDPE (DR-17) Water Line by Pipe Bursting ($500.00)100 0 $50,000.00 83.1 LF 12" HDPE (DR-17) Water Line by Pipe Bursting ($496.00)0 100 ($49,600.00) 88.1 LF 8" HDPE (DR-17) Water Line by Pipe Bursting ($35.00)3216 0 $112,560.00 88.1 LF 8" HDPE (DR-17) Water Line by Pipe Bursting ($32.00)0 3216 ($102,912.00) TOTAL $126,859.60 Page 3 of 5 Page 213 of 279 LINE 1 (WTWOC-6581/WA1957431)$0.00 LINE 2 (WTWOC-6581/WA1957431)$0.00 LINE 3 (WTWOC-6581/WA1957431)$78,806.00 LINE 4 (SCWOC-6590/WW1957430)$0.00 LINE 5 (SCWOC-6590/WW1957430)$0.00 LINE 6 (SCWOC-6590/WW1957430)$48,053.60 TOTAL CHANGE ORDER $126,859.60 ORIGINAL CONTRACT AMOUNT $5,055,913.00 CHANGE ORDER NO. 1 $126,859.60 2.51%CHANGE REVISED CONTRACT AMOUNT $5,182,772.60 2.51% TOTAL CHANGE ORIGINAL CONTRACT TIME 330 Days Time Extension No. 1 0 Days Revised Contract Time 330 Days SUBSTANTIAL COMPLETION DATE REVISED SUBSTANTIAL COMPLETION DATE 0-Jan-00 APPROVED ______________________________________________________________________________________ A/E CONTRACTOR Date DEPARTMENT DIRECTOR Date _____________________________________________________________________________________ CONSTRUCTION CONTRACTOR Date ASST CITY MGR - CFO Date _____________________________________________________________________________________ PROJECT MANAGER Date CITY ATTORNEY Date _____________________________________________________________________________________ CITY ENGINEER Date CITY MANAGER Date Revised 2012 0719 THE NET AFFECT OF THIS CHANGE ORDER IS 2.51% INCREASE. Page 4 of 5 Page 214 of 279 Item No.Unit Description Original Pipe Unit Cost Revised Pipe Unit Cost Difference 41 LF 24" Steel Casing Pipe $17.80 $23.80 $6.00 43 LF 16" HDPE (DR-17) Sanitary Sewer Pipe $22.26 $29.49 $7.23 44 LF 15" SDR26-ASTM F-679 PVC Sanitary Sewer Line $17.80 $23.80 $6.00 45 LF 15" SDR26-ASTM F-679 PVC Sanitary Sewer Line $17.80 $23.80 $6.00 46 LF 12" HDPE (DR-17) Sanitary Sewer Pipe $12.82 $17.20 $4.38 47 LF 10" HDPE (DR-17) Sanitary Sewer Pipe $9.07 $10.08 $1.01 48 LF 10" SDR26-ASTM D3034 PVC Sanitary Sewer Line $8.32 $12.32 $4.00 49 LF 10" SDR26-ASTM D3034 PVC Sanitary Sewer Line $8.32 $12.31 $3.99 53 LF 8" SDR26-ASTM D3034 PVC Sanitary Sewer Line $5.17 $8.17 $3.00 54 LF 8" SDR26-ASTM D3034 PVC Sanitary Sewer Line $5.17 $8.17 $3.00 55 LF 8" SDR26-ASTM D3034 PVC Sanitary Sewer Line $13.38 $16.38 $3.00 57 LF 6" HDPE (DR-17) Sanitary Sewer Pipe $3.50 $4.60 $1.10 58 LF 6" HDPE (DR-17) Sanitary Sewer Pipe $3.50 $4.60 $1.10 59 LF 6" HDPE (DR-17) Sanitary Sewer Pipe $3.50 $4.60 $1.10 60 LF 6" SDR26-ASTM D3034 PVC Sanitary Sewer Line $2.85 $3.85 $1.00 61 LF 6" SDR26-ASTM D3034 PVC Sanitary Sewer Line $2.85 $3.85 $1.00 73 LF 4" Sanitary Sewer Short Service Connection $1.01 $1.70 $0.69 78 LF 20" Steel Casing Pipe $45.97 $60.97 $15.00 79 LF 16" Steel Casing Pipe $20.94 $28.94 $8.00 80 LF 12" AWWA C-900 DR14 PVC Water Line $22.35 $34.35 $12.00 81 LF 12" AWWA C-900 DR14 PVC Water Line $22.35 $34.35 $12.00 82 LF 12" AWWA C-900 DR14 PVC Water Line $45.97 $60.97 $15.00 85 LF 8" AWWA C-900 DR14 PVC Water Line $10.65 $14.65 $4.00 86 LF 8" AWWA C-900 DR14 PVC Water Line $10.65 $14.65 $4.00 87 LF 8" AWWA C-900 DR14 PVC Water Line $20.94 $28.94 $8.00 88 LF 8" AWWA C-900 DR14 PVC Water Line $20.94 $28.94 $8.00 83.1 LF 12" HDPE (DR-17) Water Line $12.82 $17.20 $4.38 88.1 LF 8" HDPE (DR-17) Water Line $12.04 $16.05 $4.01 Pipe Unit Cost Breakdown Page 215 of 279 ELLIOTT Construction, LLC P.O. Box 3788 ◊ Bryan, T exas 77805 P|979.690.7071 ◊ F|979.690.7152 April 21, 2021 Ed McDonald Project Manager City of College Station PO Box 9960 College Station, Texas 77842 RE: Pipe Manufacturer Declaring Force Majeure To Whom It May Concern, The Woodson Village Water & Wastewater Rehabilitation Project (Project Number WA1957431 & WW1957430) went out to bid on November 10, 2020. The project went to council on January 14, 2021 for approval. The council awarded the project to Elliott Construction and the contracts were finalized. The purchase order for this project was issued on January 22, 2021. On this day, Elliott Construction gave notice to suppliers that the project had been fully approved and would be moving forward. Suppliers then secured materials for will call delivery. We had the pre-construction meeting with the City of College Station on February 24, 2021 and came up with a notice to proceed date of April 5, 2021. We established a laydown yard with the parks department on March 10, 2021. The week of March 29, 2021 our suppliers set up times to start releasing pipe material for delivery the following week. Little did we know, all manufacturers of PVC and HDPE pipes declared force majeure around mid-February due to the massive winter storm that caused power outages across Texas. As a result, all quotes were voided. Included behind this letter you will find six letters from manufacturers declaring force majeure. Also attached to the email are the original material quotes at the time of bid, as well as the revised quotes since the force majeure. We’ve also included a letter from our supplier which states that these new quotes are valid through the date of May 19, 2021. We appreciate the City of College Station trying to help through this unprecedented time. Sincerely, J. Ben Elliott Managing Member Elliott Construction, LLC Page 216 of 279 Page 217 of 279 Page 218 of 279 Page 219 of 279 Page 220 of 279 Page 221 of 279 Page 222 of 279 Page 223 of 279 Page 224 of 279 Page 225 of 279 Page 226 of 279 Page 227 of 279 Page 228 of 279 Page 229 of 279 Page 230 of 279 May 13, 2021 Item No. 8.12. Lick Creek Trunkline Design Contract Change Order Sponsor:Emily Fisher, Assistant Director of Public Works Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding Change Order No. 1 deducting the amount of $87,395.36 from the professional services contract with Freese and Nichols, Inc. for the Lick Creek Trunkline Project. Relationship to Strategic Goals: 1. Core Services and Infrastructure Recommendation(s): Staff recommends approval. Summary: This change order deducts design services not utilized during the project including portions of material testing, various survey work, subsurface utility investigation, and geomorphology evaluations. Budget & Financial Summary: Budget in the amount of $14,130,698 is included for this project in the Wastewater Capital Improvement Projects Fund. A total of $14,107,702 has been expended or committed to date. The proposed deductive change order will reduce the encumbered amount by $87,395. Attachments: 1.CO#1 (temp) with backup Page 231 of 279 CHANGE ORDER NO. 1 DATE: 4/29/2021 Contract No. 16300514 P.O. # 16205394 PROJECT: Lick Creek Trunkline Funded in Whole/Part w CO's Y/N OWNER:CONTRACTOR:Freese and Nichols, Inc City of College Station 4055 International Plaza P.O. Box 9960 Suite 200 Fort Worth, Tx 76109 College Station, Texas 77842 PH:FAX: PURPOSE OF THIS CHANGE ORDER: Closes out project. 1 Unused contract amount 87,395.36$ 1 0 (87,395.36)$ Total (87,395.36)$ Line-OBJ: SCWOC- 6590 (87,395.36)$ TOTAL CHANGE ORDER (87,395.36)$ ORIGINAL CONTRACT AMOUNT 1,379,449.00$ CHANGE ORDER NO.1 (87,395.36)$ -6.34%Change REVISED CONTRACT AMOUNT 1,292,053.64$ -6.34%Total Change ORIGINAL CONTRACT TIME Days TIME EXTENSION NO. 1 0 Days REVISED CONTRACT TIME 0 Days SUBSTANTIAL COMPLETION DATE NA REVISED SUBSTANTIAL COMPLETION DATE NA APPROVED _____________________________________________________________________________________ A/E CONTRACTOR Date CHIEF FINANCIAL OFFICER Date _____________________________________________________________________________________ CONSTRUCTION CONTRACTOR Date CITY ATTORNEY Date _____________________________________________________________________________________ PROJECT MANAGER Date CITY MANAGER Date ___________________________________________ CITY ENGINEER Date ___________________________________________ DEPARTMENT DIRECTOR Date THE NET AFFECT OF THIS CHANGE ORDER IS 6.34% DECREASE. DESCRIPTIONUNITITEM NO.UNIT PRICE ORIGINAL QUANTITY REVISED QUANTITY ADDED COST Page 232 of 279 1 Emily Fisher From:Emily Fisher Sent:Thursday, May 6, 2021 9:42 AM To:Emily Fisher Subject:FW: Lick Creek - Record Drawings   From: Robb Otey <Robb.Otey@freese.com>   Sent: Tuesday, April 6, 2021 6:32 PM  To: Casey Rhodes <crhodes@cstx.gov>  Subject: RE: Lick Creek ‐ Record Drawings    ***** This is an email from an EXTERNAL source. DO NOT click links or open attachments without positive sender  verification of purpose. Never enter USERNAME, PASSWORD or sensitive information on linked pages from this email.  *****  Casey,    The following budget remaining in our contract is as follow:    Phase 1 (Project Management): $0  Phase 2 (Alternate Route Study): $0  Phase 3 (Detailed Design): $0  Phase 4 (Construction Adv/Bid): $0  Phase 5 (Construction Phase Services): $0  Phase 6 (Prep of Record Drawings): $9709.14  Phase 7 (Topo Survey): $3170.65  Phase 8 (Env Evaluation): $88.45  Phase 9 (SUE Investigation): $17,085.86  Phase 10 (Geomorph Evaluation): $16,107.25  Phase 11 (Geotech Investigation): $5341.05  Phase 12 (Easement Legal Desc): $4745.42  Phase 13 (Material Testing): $40,856.68    Total Remaining (as of April 1): $97,104.50    This amount is based on our most current invoice, which covers effort through March 31st. That invoice was for  $9980.45, which you probably haven’t seen yet. So the $97k number, according to the City records, is more likely $107k.   However, of the $97,104.50 remaining per our records, the only remaining amount we should be billing the City is for  Phase 6 (Record Drawings), for $9709.14. That being said, there should be a total remaining in our contract of  $87,395.36.    Robert M. Otey, PE  |  Associate  |  Freese and Nichols, Inc. |  817‐735‐7562  |  robb.otey@freese.com  |  www.freese.com            Page 233 of 279 May 13, 2021 Item No. 9.1. Unlimited Potential Facility Support Sponsor:Debbie Eller, Director of Community Services Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding a request for financial support from Unlimited Potential to purchase and rehabilitate the property at 1115 Anderson to be utilized as a facility that would provide supportive services to young adults who have aged out of the foster care system, to include mentoring, life skills development, and transitional housing. Relationship to Strategic Goals: Core Services & Infrastructure Recommendation(s): Staff recommends that Council receive a presentation regarding a request for funding from Unlimited Potential and provide direction on moving forward with a loan application. Summary: The mission of Unlimited Potential is to support former foster youth to become independent, successful adults through position relationships, individualized support and education, and connection with community resources. The vision is a future in which foster youth are empowered to reach their full potential. Unlimited Potential (UP) began in 2014 under the Court Appointed Special Advocate program, serving both current and former foster youth ages 16 - 24. UP received its non-profit status in May of 2018 and narrowed its focus to serve only former foster youth ages 18 - 25. Originally envisioned strictly as a mentoring program has quickly grown in to much more. Services provided to young adults include, but not limited to, case management, life skills education, direct response, counseling, transportation, and access to housing. Each year 1,500 Texas youth leave the foster care system after they turn 18. Often without any support from family or friends, former foster youth are on their own to navigate independence and adulthood. Statistics show that after reaching the age of 18: - 20% of the youth will become homeless - Only 1 out of 2 will have some form of gainful employment by the age of 24 - 7 out of 10 girls will become pregnant by the age of 21 - 30% of all Texas foster youth leave foster care with a diagnosis of Post Traumatic Stress Disorder (PTSD) - Less than a 3% chance these young adults will earn a college degree - Within 2 years of aging out of the system, 25% will become involved with the criminal justice system No other local program is dedicated to former foster youth facing these daunting numbers. By helping with housing, offering important life skills, education, and providing a stable, positive, adult mentor, UP can mitigate the problems that plague foster youth. This facility would bring all of these efforts under one roof. UP staff would be on-site to provide daily Page 234 of 279 support. Space is available for training and meeting rooms so that youth can attend not only one-on- one mentoring and support, but group education programs on subjects such as financial stability, nutrition, GED, and life skills. The former nursing home would be completely renovated, and some of the individual rooms would be transformed in to small apartments. This would provide a transitional housing space while the youth gain the skills needed to become self-sufficient and move on to a more permanent housing situation. Brazos Valley Council Of Governments - Brazos Valley Community Development Corporation has agreed to provide a bridge loan of approximately $1.4 million dollars to allow for the acquisition of the property. Unlimited Potential is asking the City of College Station to provide a loan of up to $2.4 million for property acquisition and renovation expenses through the Section 108 Loan Guarantee Program. The Section 108 is a loan guarantee provision of the Community Development Block Grant (CDBG) program. It provides CDBG grantees with a source of financing for economic development, housing rehabilitation, public facilities, and other large-scale physical development projects. Council will consider providing direction to staff to work with Unlimited Potential in preparing a full application to be considered for approval by Council and then for submission to the U. S. Department of Housing and Urban Development for a Section 108 loan to facilitate this project. Application preparation will include full project information, form of assistance, organization arrangements, financial underwriting, construction estimates and timeline, and documentation of complaince with federal program requirements. Budget & Financial Summary: N/A Attachments: None Page 235 of 279 May 13, 2021 Item No. 9.2. BVEDC Appointment Sponsor:Tanya Smith, City Secretary, Natalie Ruiz, Director of Economic Development Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding an appointment to the Brazos Valley Economic Development Corporation. Relationship to Strategic Goals: Good Governance Recommendation(s): None Summary: The Brazos Valley Economic Development Corporation Bylaws state Category I: shall consist of the cities of Bryan, Texas, College Station, Texas, Brazos County, Texas, and The Texas A&M University System or its designee, each of which is required to contribute, on an annual basis, the minimum sum of $350,000.00. Failure of any Category I Constituent to contribute at the $350,000.00 level presently shall result in the loss of the right to appoint Board Members on the Corporation's board. Constituents of Category I shall each have the right to appoint three Board Members. Constituents in Category I will be required to contribute equal funding with equal representation. Johnny Burns currently serves as College Station’s citizen appointee to the Brazos Valley Economic Development Corporation. Mr. Burns' term expires May 2021. This is a 3 year term, and the Council may reappoint or discuss recommendations by Council. At the January 14, 2021, Council Meeting during the Appointments of Councilmembers to Boards and Committees item, Councilmember Dennis Maloney was reappointed to the Brazos Valley Economic Development Corporation at that time. Budget & Financial Summary: None Attachments: None Page 236 of 279 May 13, 2021 Item No. 9.3. Ordinance related to the keeping of Fowl within the city limits of College Station. Sponsor:Billy Couch Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding an ordinance amending Chapter 6, Sec. 6-147 regarding keeping of fowl within the city limits. Relationship to Strategic Goals: Good Governance Neighborhood Integrity Sustainable City Recommendation(s): Staff is presenting this for consideration and possible adoption. Summary: Council requested information from staff pertaining to the keeping of fowl in the city limits of College Station. Budget & Financial Summary: None Attachments: 1.Sec 6-147 Fowl Final 2.Sec 6-147 Fowl Redline Page 237 of 279 Ordinance Form 8-14-17 ORDINANCE NO. _____ AN ORDINANCE AMENDING CHAPTER 6, “ANIMALS,” ARTICLE V, “LIVESTOCK, BIRDS, EXOTIC ANIMALS AND WILD ANIMALS,” SECTION 6-147 “FOWL”, OF THE CODE OF ORDINANCES OF THE CITY OF COLLEGE STATION, TEXAS, BY AMENDING CERTAIN SECTIONS RELATING TO FOWL; PROVIDING A SEVERABILITY CLAUSE; DECLARING A PENALTY; AND PROVIDING AN EFFECTIVE DATE. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEGE STATION, TEXAS: PART 1:That Chapter 6, “Animals,” Article V, “Livestock, Birds, Exotic Animals and Wild Animals,” Section 6-147 “Fowl” of the Code of Ordinances of the City of College Station, Texas, be amended as set out in Exhibit “A” attached hereto and made a part of this Ordinance for all purposes. PART 2:If any provision of this Ordinance or its application to any person or circumstances is held invalid or unconstitutional, the invalidity or unconstitutionality does not affect other provisions or application of this Ordinance or the Code of Ordinances of the City of College Station, Texas, that can be given effect without the invalid or unconstitutional provision or application, and to this end the provisions of this Ordinance are severable. PART 3:That any person, corporation, organization, government, governmental subdivision or agency, business trust, estate, trust, partnership, association and any other legal entity violating any of the provisions of this Ordinance shall be deemed guilty of a misdemeanor, and upon conviction thereof shall be punishable by a fine of not less than twenty five dollars ($25.00) and not more than five hundred dollars ($500.00) or more than two thousand dollars ($2,000) for a violation of fire safety, zoning, or public health and sanitation ordinances, other than the dumping of refuse. Each day such violation shall continue or be permitted to continue, shall be deemed a separate offense. PART 4:This Ordinance is a penal ordinance and becomes effective ten (10) days after its date of passage by the City Council, as provided by City of College Station Charter Section 35. Page 238 of 279 ORDINANCE NO._____Page 2 of 3 Ordinance Form 8-14-17 PASSED, ADOPTED and APPROVED this _______ day of _________________, 20__. ATTEST:APPROVED: __________________________________________________________ City Secretary Mayor APPROVED: _______________________________ City Attorney Page 239 of 279 ORDINANCE NO._____Page 3 of 3 Ordinance Form 8-14-17 EXHIBIT A That Chapter 6, “Animals,” Article V, “Livestock, Birds, Exotic Animals and Wild Animals,” Section 6-147 “Fowl” of the Code of Ordinances of the City of College Station, Texas, is hereby amended to read as follows: Sec. 6-147. Fowl. (a)Keeping allowed without permit. Keeping of fowl is allowed in accordance with the zoning land use regulations of the City set forth for an R Rural Zone, WE Wellborn Estate Zone, and an E Estate Zone as same may from time to time be amended and by meeting the regulations in this article. (b)Keeping allowed with permit. Keeping of fowl is allowed in all single-family residential zones consistent with the land use regulations therein for such zone as same may from time to time be amended, and upon issuance of a permit and by meeting other applicable regulations as set forth herein. (c)Permit requirements. The following is required to be issued a permit for keeping of fowl in a single-family residential zone: (1)An application must be completely and accurately filled out and submitted to the City identifying the location, contact information for the owner of the property and the owner of the fowl, type and number of fowl, type of enclosure, distance from adjacent residences other than applicant's, and other pertinent information; and (2)Payment of a fee as may be imposed by the City Council. (d)Keeping fowl in enclosures. It shall be the duty of the owner of fowl to keep same enclosed in such manner that the fowl cannot go upon public streets, highways, alleys, rights-of-way or parkways of the City, or upon the private property of others. Any deviations from the distances below may be considered upon the owner making proper application before the Zoning Board of Adjustment. (1)Any enclosure that houses fowl must be at least 50 feet from any dwelling other than the dwelling occupied by the owner of the fowl. a.Any enclosure at 50 to 100 feet may house up to 6 fowl. b.Any enclosure greater than 100 feet may house up to 12 fowl. (e)Nuisance. A person commits and offense and it is declared a nuisance and may be enforced 5,000 feet outside the City limits, if a person keeps foul in any way that creates odor, unreasonable noise that would annoy or disturb a person of ordinary sensibilities, attracts pests, or endangers the health, safety, comfort or repose of any person. (f)Roosters prohibited. It is unlawful to own, keep, harbor, or to maintain or to possess a rooster within the City limits. Page 240 of 279 Ordinance Form 8-14-17 ORDINANCE NO. _____ AN ORDINANCE AMENDING CHAPTER 6, “ANIMALS,” ARTICLE V, “LIVESTOCK, BIRDS, EXOTIC ANIMALS AND WILD ANIMALS,” SECTION 6-147 “FOWL”, OF THE CODE OF ORDINANCES OF THE CITY OF COLLEGE STATION, TEXAS, BY AMENDING CERTAIN SECTIONS RELATING TO FOWL; PROVIDING A SEVERABILITY CLAUSE; DECLARING A PENALTY; AND PROVIDING AN EFFECTIVE DATE. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEGE STATION, TEXAS: PART 1:That Chapter 6, “Animals,” Article V, “Livestock, Birds, Exotic Animals and Wild Animals,” Section 6-147 “Fowl” of the Code of Ordinances of the City of College Station, Texas, be amended as set out in Exhibit “A” attached hereto and made a part of this Ordinance for all purposes. PART 2:If any provision of this Ordinance or its application to any person or circumstances is held invalid or unconstitutional, the invalidity or unconstitutionality does not affect other provisions or application of this Ordinance or the Code of Ordinances of the City of College Station, Texas, that can be given effect without the invalid or unconstitutional provision or application, and to this end the provisions of this Ordinance are severable. PART 3:That any person, corporation, organization, government, governmental subdivision or agency, business trust, estate, trust, partnership, association and any other legal entity violating any of the provisions of this Ordinance shall be deemed guilty of a misdemeanor, and upon conviction thereof shall be punishable by a fine of not less than twenty five dollars ($25.00) and not more than five hundred dollars ($500.00) or more than two thousand dollars ($2,000) for a violation of fire safety, zoning, or public health and sanitation ordinances, other than the dumping of refuse. Each day such violation shall continue or be permitted to continue, shall be deemed a separate offense. PART 4:This Ordinance is a penal ordinance and becomes effective ten (10) days after its date of passage by the City Council, as provided by City of College Station Charter Section 35. Page 241 of 279 ORDINANCE NO._____Page 2 of 4 Ordinance Form 8-14-17 PASSED, ADOPTED and APPROVED this _______ day of _________________, 20__. ATTEST:APPROVED: __________________________________________________________ City Secretary Mayor APPROVED: _______________________________ City Attorney Page 242 of 279 ORDINANCE NO._____Page 3 of 4 Ordinance Form 8-14-17 EXHIBIT A That Chapter 6, “Animals,” Article V, “Livestock, Birds, Exotic Animals and Wild Animals,” Section 6-147 “Fowl” of the Code of Ordinances of the City of College Station, Texas, is hereby amended to read as follows: Sec. 6-147. Fowl. (a)Keeping allowed without permit. Keeping of fowl is allowed in accordance with the zoning land use regulations of the City set forth for an R Rural Zone, WE Wellborn Estate Zone, and an E Estate Zone as same may from time to time be amended and by meeting the regulations in this article. (b)Keeping allowed with permit. Keeping of fowl is allowed in all single-family residential zones consistent with the land use regulations therein for such zone as same may from time to time be amended, and upon issuance of a permit and by meeting other applicable regulations as set forth herein. (c)Permit requirements. The following is required to be issued a permit for keeping of fowl in a single-family residential zone: (1)An application must be completely and accurately filled out and submitted to the City identifying the location, contact information for the owner of the property and the owner of the fowl, type and number of fowl, type of enclosure, distance from adjacent residences other than applicant's, and other pertinent information; and (2)Payment of a fee as may be imposed by the City Council. (d)Keeping fowl in enclosures. It shall be the duty of the owner of fowl to keep same enclosed in such manner that the fowl cannot go upon public streets, highways, alleys, rights-of-way or parkways of the City, or upon the private property of others. Any deviations from theis distances below may be considered upon the owner making proper application before the Zoning Board of Adjustment. (1)Any enclosure that houses fowl must be at least 50100 feet from any dwelling other than the dwelling occupied by the owner of the fowl. A deviation from this distance may be considered upon the owner making proper application before the Zoning Board of Adjustment. a.Any enclosure at 50 to 100 feet may house up to 6 fowl. b.Any enclosure greater than 100 feet may house up to 12 fowl. (e)Nuisance. A person commits and offense and it is declared a nuisance and may be enforced 5,000 feet outside the City limits, if a person keeps foul in any way that creates odor, unreasonable noise that would annoy or disturb a person of ordinary sensibilities, attracts pests, or endangers the health, safety, comfort or repose of any person. Page 243 of 279 ORDINANCE NO._____Page 4 of 4 Ordinance Form 8-14-17 (ef)Roosters prohibited. It is unlawful to own, keep, harbor, or to maintain or to possess a rooster within the City limits. Page 244 of 279 May 13, 2021 Item No. 9.4. 2021 City Council Strategic Plan Sponsor:Bryan Woods, City Manager Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding adoption of the 2021 Council Strategic Plan. Relationship to Strategic Goals: Good Governance Financial Sustainability Core Services & Infrastructure Neighborhood Integrity Diverse & Growing Economy Improving Mobility Sustainable City Recommendation(s): Staff recommends that Council adopt the proposed 2021 update to the City Council Strategic Plan for provide additional direction as desired. Summary: The 2021 update to the City Council Strategic Plan has been prepared in accordance with Council discussion and direction at the Council Retreat held on February 5, 2021. The proposed plan includes some modifications to reflect Council priorities and includes FY 22 strategies under each of the goal areas. The proposed list of FY 22 strategies was presented to Council during a Workshop presentation on April 22, 2021. Budget & Financial Summary: N/A Attachments: 1.Council Strategic Plan 2021 2.Strategic Plan Proposed Changes Page 245 of 279 2021 UPDATE Page 246 of 279 TABLE OF CONTENTS 1 City Council Mission 2 Neighborhood Integrity 6 Good Governance 3 Diverse & Growing Economy 7 Financial Sustainability 4 Improving Mobility 8 Sustainable City 9 Core Services & Infrastructure 5 FY22 Strategies 10 Page 247 of 279 CITY COUNCIL MISSION ON BEHALF OF THE CITIZENS OF COLLEGE STATION, HOME OF TEXAS A&M UNIVERSITY, WE WILL CONTINUE TO PROMOTE AND ADVANCE THE COMMUNITY’S QUALITY OF LIFE. COMMUNITY VISION College Station, the proud home of Texas A&M University and the heart of Aggieland, will serve as an example of a vibrant, forward thinking, knowledge-based community, that promotes the highest quality of life. CORE VALUES • The health, safety, and general well-being of the community. • Excellence in customer service. • Fiscal responsibility. • Citizen involvement and participation. • Collaboration and cooperation. • Regionalism as an active member of the Brazos Valley community and beyond. • Activities that promote local autonomy. • Plan and collaborate with Texas A&M University. WHY HAVE A PLAN? To maintain and enhance College Station’s high quality of life and unique community character, the College Station City Council works closely with residents and the city’s experienced management team to plan for current and future needs. The Strategic Plan identifies shared priorities and goals, and provides a cohesive framework for the annual budget process. The Strategic Plan’s seven initiatives include specific objectives and actions that are designed to meet the initiatives’ goals. The plan also outlines performance measures that will mark each initiative’s progress and the plan’s overall success. 2 Page 248 of 279 GOOD GOVERNANCE THE CITY IS GOVERNED IN A TRANSPARENT, EFFICIENT, ACCOUNTABLE AND RESPONSIVE MANNER ON BEHALF OF ITS CITIZENS THAT ACTIVELY PROMOTES CITIZEN INVOLVEMENT. WHAT DOES THIS MEAN FOR CITIZENS? • The city conducts business in an open and inclusive fashion. • The city delivers services in an efficient, practical manner. • The city actively pursues the aspirations, goals and expectations of its citizens. • Citizens are encouraged to serve on city boards, commissions, and in other volunteer capacities. • Citizens are satisfied with city services and facilities. HOW WILL WE ACHIEVE SUCCESS? • The council will annually review and implement the Strategic Plan. • The city will conduct regular citizen surveys about city services and priorities. • The council will conduct regular internal audits of city services, practices and programs and report the results to the public. • The city will televise, livestream, and record council meetings. • Critical governance information such as plans, budgets, ordinances, expenditures, etc., will be available on the city’s website and in city offices. • Council will ensure its funding partners remain wise stewards of tax funds. • Council will adopt and adhere to a series of practices for conducting its meetings. • The city will ensure that notices are posted and readily available to the public. • The city will share information and communicate with citizens about city issues through owned, earned and paid media. • In light of the COVID-19 pandemic, the city will implement strategies to safely and effectively engage with the public. GOAL OBJECTIVES ACTIONS 3 Page 249 of 279 FINANCIAL SUSTAINABILITY WISE STEWARDSHIP OF FINANCIAL RESOURCES RESULTS IN THE CITY’S ABILITY TO MEET SERVICE DEMANDS AND OBLIGATIONS WITHOUT COMPROMISING THE ABILITY OF FUTURE GENERATIONS TO DO THE SAME. WHAT DOES THIS MEAN FOR CITIZENS? • The city maintains diverse sources of revenue and a comparable property tax rate for growing cities of comparable size. • The city maintains adequate reserves to ease the impact of economic fluctuations. • The city maintains economic competitiveness measured by comparable trends. • Citizens know where city revenue comes from and how it is spent. • Citizens are satisfied with city services and facilities. HOW WILL WE ACHIEVE SUCCESS? • The city will have an annual balanced budget and a diversity of revenue sources. • The city will endeavor to maintain or improve its current bond ratings. • Enterprise operation rates will be set to meet service demands. • The city will seek grants and other outside funding. • The city will strive to maintain and rehabilitate equipment, facilities and infrastructure on a strategic schedule and establish reserve funds to enable replacement. • The city will seek the efficient delivery of services and facilities. • The city will maximize the transparency of expenditures, policies and procedures. • The city will conduct routine audits to ensure accountability and maximize efficiency. • The city will set fees at appropriate levels to recover the costs of service delivery. Goal Objectives Actions 4 Page 250 of 279 CORE SERVICES & INFRASTRUCTURE THE CITY’S CORE SERVICES AND INFRASTRUCTURE ARE EFFICIENTLY, EFFECTIVELY AND STRATEGICALLY DELIVERED TO ENABLE ECONOMIC GROWTH AND DEVELOPMENT, AND TO MAINTAIN CITIZENS’ HEALTH, SAFETY AND GENERAL WELFARE. WHAT DOES THIS MEAN FOR CITIZENS? • The city has few utility failures and outages. • The city reduces crime and fear of crime, including risk of injury or property damage. • The city protects life and property in times of emergency. • City services and facilities are adequate in size, location and timing. • City services and utilities are safe and efficient. • The city assists at-risk and low-income residents. • Citizens are satisfied with city services and facilities. HOW WILL WE ACHIEVE SUCCESS? • The city will maintain program accreditations and certifications. • The city will attract and retain professional staff and be an employer of choice. • The city will guide private and public land use for business development. • The city will plan for, maintain, and invest in the infrastructure, facilities, services, personnel and equipment needed to meet projected needs and opportunities. • The city will provide immersive learning experiences for citizens. • The city will use technology to effectively and efficiently deliver services. • The city will continue to support community development agencies that demonstrate good stewardship of public funds. • The city will continue to support fair and affordable housing programs. • The city will explore potential partnerships to enhance core services. GOAL OBJECTIVES ACTIONS 5 Page 251 of 279 NEIGHBORHOOD INTEGRITY THE CITY’S NEIGHBORHOODS ARE LONG-TERM, VIABLE, SAFE AND APPEALING. WHAT DOES THIS MEAN FOR CITIZENS? • The city has diverse housing choices, and property values are stable or increasing. • Citizens are satisfied with the quality of life in their neighborhoods. • The city strives to mitigate the negative impacts of neglected properties. • Citizens have numerous opportunities to actively engage in decisions that affect their neighborhoods. HOW WILL WE ACHIEVE SUCCESS? • The city will have proactive code enforcement. • Federal and state funds will be used to help provide affordable housing and address community development needs and opportunities. • The city will use a geographic-based approach to deliver police services. • The Police Department’s Community Enhancement Unit will provide proactive neighborhood support. • The city will continue to invest in the maintenance and rehabilitation of neighborhood infrastructure and facilities. • The city will continue its partnerships with Texas A&M University to educate renters. • The city will expand mobile-ready technologies to inform citizens and engage them on city issues and concerns. • The city will continue to plan with neighborhood residents to address concerns and capitalize on opportunities. • The city will continue to support and partner with homeowner and neighborhood associations to proactively address their priorities and interests. Goal Objectives Actions 6 Page 252 of 279 DIVERSE & GROWING ECONOMY THE CITY’S DIVERSE ECONOMY GENERATES HIGH-QUALITY, STABLE JOBS THAT STRENGTHEN THE SALES AND PROPERTY TAX BASE AND CONTRIBUTE TO AN EXCEPTIONAL QUALITY OF LIFE. WHAT DOES THIS MEAN FOR CITIZENS? • The city’s annual taxable value increases. • The city’s annual sales tax receipts increase. • The number of high-paying, full-time private sector jobs increases. • Adequate, serviceable land is available for economic development opportunities. • Opportunities are available for starting and operating businesses. HOW WILL WE ACHIEVE SUCCESS? • The city will support, expand, and diversify a consumer-oriented economy. • The city will protect major economic assets from incompatible encroachments. • The city will support efforts to expand and enhance broadband internet services. • The city will support diverse, business-to-business services. • The city will expand and diversify efforts that focus on job growth. • The city will plan and invest in infrastructure, facilities, services, personnel and equipment needed to meet projected needs and opportunities. • The city will ensure that business impacts are considered in the development of regulations and standards. • The city will ensure adequate, serviceable land is available for economic needs. • The city will maintain relationships with local and regional economic partners. • The city will promote the College Station brand through business recruitment and destination marketing efforts. • The city will continue to develop and promote signature events, features, and venues for residents and visitors. Goal Objectives Actions 7 Page 253 of 279 IMPROVING MOBILITY THE CITY HAS A SAFE, EFFICIENT, SUSTAINABLE AND WELL-CONNECTED MULTIMODAL AND INNOVATIVE TRANSPORTATION SYSTEM THAT CONTRIBUTES TO A HIGH QUALITY OF LIFE AND IS SENSITIVE TO SURROUNDING USES. WHAT DOES THIS MEAN FOR CITIZENS? • The city increases the number of safe and complete ways to travel in town. • The city increases the enforcement of traffic offenses in an effort to decrease vehicle accidents. • City streets are not heavily congested for extended periods of time. • City streets, sidewalks, bike lanes, and multi-modal paths are well-maintained and free of hazards. HOW WILL WE ACHIEVE SUCCESS? • The city will provide streets that accommodate vehicles, bicyclists, and pedestrians. • The city will ensure that streets have features that promote pedestrian and bicycle safety. • The city will seek transit opportunities through partnerships. • The city will provide for land uses that support multimodal opportunities. • The city will plan for infrastructure that meets projected growth and development. • The city will seek federal and state funds to construct facilities. • The city will make investments to help avoid long periods of traffic congestion. • The city will promote a well-connected system of residential streets and collector avenues to ease the strain on expensive arterial boulevards. • The city will identify and fund a multi-year capital improvements program. • The city will maintain and rehabilitate the system to avoid costly replacement. • The city will maximize the system’s efficiency, including intersection improvements, traffic signal timing and signage. Goal Objectives Actions 8 Page 254 of 279 SUSTAINABLE CITY THE CITY’S CONSERVATION AND ENVIRONMENTAL AWARENESS IS FISCALLY RESPONSIBLE AND RESULTS IN A REAL AND TANGIBLE RETURN ON INVESTMENT. WHAT DOES THIS MEAN FOR CITIZENS? • The city purchases power from renewable energy sources. • The city reduces energy and water consumption. • The city reduces the volume of waste generated. • The city uses land efficiently. • The city protects vulnerable environmental features. • The city reduces the risk associated with flooding and other natural hazards. HOW WILL WE ACHIEVE SUCCESS? • The city will enhance its conservation and recycling efforts. • The city will purchase renewable energy. • The city will protect its potable water supply and its ability to meet projected demands. • The city will conduct sound land use planning guided by its Comprehensive Plan. • The city will increase participation in FEMA’s Community Rating System program. • The city will acquire flood-prone areas and their associated riparian areas through its Greenway Acquistion program. • The city will seek grants and other sources of outside funding to support its sustainability efforts. • The city will encourage education about city conservation efforts and programs. • The city will invest in co-production in service delivery where applicable. • The city will identify strategies to utilize publicly owned land for future investments. Goal Objectives Actions 9 Page 255 of 279 FY22 STRATEGIES GOOD GOVERNANCE • Evaluate the existing boards and commissions to supplement city efforts for outreach and guidance. • Strengthen partnerships with TAMU and the TAMU System and identify ways for further collaboration. • Enhance volunteer engagement to promote safe and successful activities and events. FINANCIAL SUSTAINABILITY • Ensure the proper application of all applicable sales tax revenues as online retail growth continues. • Respond effectively to the operational and fiscal challenges related to the COVID-19 pandemic. CORE SERVICES & INFRASTRUCTURE • Identify potential partnerships to provide “quality of life” amenities. • Support local transit authority operations. NEIGHBORHOOD INTEGRITY • Support proactive solutions to neighborhood concerns or issues. • Examine prospective scenario from the adopted 10-Year Comprehensive Plan Evaluation & Appraisal Report and its effect on neighborhood redevelopment DIVERSE & GROWING ECONOMY • Expand and enhance broadband internet services. • Pursue investments in tourism and hospitality, encouraging business growth and visitor stays. • Promote the College Station brand. • Develop and promote signature events, features, and venues for residents and visitors. IMPROVING MOBILITY • Expand multi-modal alternatives to mitigate increasing traffic congestion. • Promote a well-connected system of residential streets. SUSTAINABLE CITY • Encourage investments in publicly owned land to benefit future generations of residents and visitors. • Efficiently utilize existing resources for significant short- and medium-term impact, leading to long-term value. • Examine ways to utilize co-production for service delivery. 10 Page 256 of 279 Strategic Plan Changes: 2020 to 2021 Update City Council Vision Current Proposed College Station will be a vibrant, progressive, knowledge-based community that promotes the highest quality of life by: Promoting safe, tranquil, clean and healthy neighborhoods with enduring character. Increasing and maintaining citizens’ mobility through a well-planned and constructed intermodal transportation system. Promoting sensitive development and management of the built and natural environments. Supporting high-quality, well-planned and sustainable growth. Valuing and protecting our community’s cultural and historical resources. Developing and maintaining high-quality, cost-effective community facilities, infrastructure and services that ensure a cohesive and connected city. Proactively supporting economic and educational opportunities for all citizens. College Station will remain a friendly and responsive community and be a demonstrated partner in maintaining and enhancing all that is good and celebrated in the Brazos Valley. It will forever be a place where Texas and the world come to learn, live and conduct business. College Station, the proud home of Texas A&M University and the heart of Aggieland, will serve as an example of a vibrant, forward thinking, knowledge-based community, that promotes the highest quality of life. Good Governance Current Proposed Goal The city is governed in a transparent, efficient, accountable and responsive manner on behalf of its citizens that actively promotes citizen involvement. Objectives The city conducts business in an open and inclusive fashion. Goal The city is governed in a transparent, efficient, accountable and responsive manner on behalf of its citizens that actively promotes citizen involvement. Objectives The city conducts business in an open and inclusive fashion. Page 257 of 279 The city delivers services in an efficient, practical manner. The city actively pursues the aspirations, goals and expectations of its citizens. Citizens are encouraged to serve on city boards, commissions, and in other volunteer capacities. Citizens are satisfied with city services and facilities. Actions The council will annually review and implement the Strategic Plan. The city will conduct regular citizen surveys about city services and priorities. The council will conduct regular internal audits of city services, practices and programs and report the results to the public. The city will televise council workshop and regular meetings. Critical governance information such as plans, budgets, ordinances, expenditures, etc., will be available on the city’s website and in city offices. Council will ensure its funding partners remain wise stewards of tax funds. Council will adopt and adhere to a series of practices for conducting its meetings. The city will ensure that notices are posted and readily available to the public. The city will share information and communicate with citizens about city issues through owned, earned and paid media. The city delivers services in an efficient, practical manner. The city actively pursues the aspirations, goals and expectations of its citizens. Citizens are encouraged to serve on city boards, commissions, and in other volunteer capacities. Citizens are satisfied with city services and facilities. Actions The council will annually review and implement the Strategic Plan. The city will conduct regular citizen surveys about city services and priorities. The council will conduct regular internal audits of city services, practices and programs and report the results to the public. The city will televise, livestream, and record council workshop and regular meetings. Critical governance information such as plans, budgets, ordinances, expenditures, etc., will be available on the city’s website and in city offices. Council will ensure its funding partners remain wise stewards of tax funds. Council will adopt and adhere to a series of practices for conducting its meetings. The city will ensure that notices are posted and readily available to the public. The city will share information and communicate with citizens about city issues through owned, earned and paid media. In light of the COVID-19 pandemic, the city will implement strategies to safely and effectively engage with the public. Financial Sustainability Current Proposed Goal Wise stewardship of financial resources results in the city’s ability to meet service demands and obligations without compromising the ability of future generations to do the same. Goal Wise stewardship of financial resources results in the city’s ability to meet service demands and obligations without compromising the ability of future generations to do the same. Page 258 of 279 Objectives The city maintains diverse sources of revenue and a comparable property tax rate for growing cities of comparable size. The city maintains adequate reserves to ease the impact of economic fluctuations. The city maintains economic competitiveness measured by comparable trends. Citizens know where city revenue comes from and how it is spent. Citizens are satisfied with city services and facilities. Actions The city will have an annual balanced budget and a diversity of revenue sources. The city will endeavor to maintain or improve its current bond ratings. Enterprise operation rates will be set to meet service demands. The city will seek grants and other outside funding. The city will strive to maintain and rehabilitate equipment, facilities and infrastructure on a strategic schedule and establish reserve funds to enable replacement. The city will seek the efficient delivery of services and facilities. The city will maximize the transparency of expenditures, policies and procedures. The city will conduct routine audits to ensure accountability and maximize efficiency. The city will set fees at appropriate levels to recover the costs of service delivery. The city will share information and communicate with citizens about the city’s fiscal issues through various media outlets. Objectives The city maintains diverse sources of revenue and a comparable property tax rate for growing cities of comparable size. The city maintains adequate reserves to ease the impact of economic fluctuations. The city maintains economic competitiveness measured by comparable trends. Citizens know where city revenue comes from and how it is spent. Citizens are satisfied with city services and facilities. Actions The city will have an annual balanced budget and a diversity of revenue sources. The city will endeavor to maintain or improve its current bond ratings. Enterprise operation rates will be set to meet service demands. The city will seek grants and other outside funding. The city will strive to maintain and rehabilitate equipment, facilities and infrastructure on a strategic schedule and establish reserve funds to enable replacement. The city will seek the efficient delivery of services and facilities. The city will maximize the transparency of expenditures, policies and procedures. The city will conduct routine audits to ensure accountability and maximize efficiency. The city will set fees at appropriate levels to recover the costs of service delivery. The city will share information and communicate with citizens about the city’s fiscal issues through various media outlets. Core Services & Infrastructure Current Proposed Goal The city’s core services and infrastructure are efficiently, effectively and strategically delivered to enable economic growth and development, Goal The city’s core services and infrastructure are efficiently, effectively and strategically delivered to enable economic growth and development, Page 259 of 279 and to maintain citizens’ health, safety and general welfare. Objectives The city has few utility failures and outages. The city reduces crime and fear of crime, including risk of injury or property damage. The city protects life and property in times of emergency. City services and facilities are adequate in size, location and timing. City services and utilities are safe and efficient. The city assists at-risk and low-income residents. Citizens are satisfied with city services and facilities. Actions The city will maintain program accreditations and certifications. The city will attract and retain professional staff and be an employer of choice. The city will guide private and public land use for business development. The city will plan for, maintain and invest in the infrastructure, facilities, services, personnel and equipment needed to meet projected needs and opportunities. The city will provide immersive learning experiences for citizens. The city will use technology to effectively and efficiently deliver services. The city will continue to support community development agencies that demonstrate good stewardship of public funds. The city will continue to support fair and affordable housing programs. The city will share information and communicate with citizens about core services and infrastructure through owned, earned and paid media. and to maintain citizens’ health, safety and general welfare. Objectives The city has few utility failures and outages. The city reduces crime and fear of crime, including risk of injury or property damage. The city protects life and property in times of emergency. City services and facilities are adequate in size, location and timing. City services and utilities are safe and efficient. The city assists at-risk and low-income residents. Citizens are satisfied with city services and facilities. Actions The city will maintain program accreditations and certifications. The city will attract and retain professional staff and be an employer of choice. The city will guide private and public land use for business development. The city will plan for, maintain, and invest in the infrastructure, facilities, services, personnel and equipment needed to meet projected needs and opportunities. The city will provide immersive learning experiences for citizens. The city will use technology to effectively and efficiently deliver services. The city will continue to support community development agencies that demonstrate good stewardship of public funds. The city will continue to support fair and affordable housing programs. The city will explore potential partnerships to enhance core services. The city will share information and communicate with citizens about core services and infrastructure through owned, earned and paid media. Page 260 of 279 Neighborhood Integrity Current Proposed Goal The city’s neighborhoods are long-term, viable, safe and appealing. Objectives The city has diverse housing choices and property values are stable or increasing. Citizens are satisfied with the quality of life in their neighborhoods. The city has reduced the negative impacts of neighborhood neglected properties. Citizens have numerous opportunities to actively engage in decisions that affect their neighborhoods. Actions The city will have proactive code enforcement. Federal and state funds will be used to help provide affordable housing and address community development needs and opportunities. The city will use a geographic-based approach to deliver police services. The Police Department’s Community Enhancement Unit will provide proactive neighborhood support. The city will continue to invest in the maintenance and rehabilitation of neighborhood infrastructure and facilities. The city will continue its partnerships with Texas A&M University to educate renters. The city will expand mobile-ready technologies to inform citizens and engage them on city issues and concerns. The city will continue to plan with neighborhood residents to address concerns and capitalize on opportunities. The city will continue to support and partner with homeowner and neighborhood associations to address their issues and concerns. Goal The city’s neighborhoods are long-term, viable, safe and appealing. Objectives The city has diverse housing choices and property values are stable or increasing. Citizens are satisfied with the quality of life in their neighborhoods. The city has reduced strives to mitigate the negative impacts of neighborhood neglected properties. Citizens have numerous opportunities to actively engage in decisions that affect their neighborhoods. Actions The city will have proactive code enforcement. Federal and state funds will be used to help provide affordable housing and address community development needs and opportunities. The city will use a geographic-based approach to deliver police services. The Police Department’s Community Enhancement Unit will provide proactive neighborhood support. The city will continue to invest in the maintenance and rehabilitation of neighborhood infrastructure and facilities. The city will continue its partnerships with Texas A&M University to educate renters. The city will expand mobile-ready technologies to inform citizens and engage them on city issues and concerns. The city will continue to plan with neighborhood residents to address concerns and capitalize on opportunities. The city will continue to support and partner with homeowner and neighborhood associations to proactively address their issues and concerns priorities and interests. Page 261 of 279 Diverse & Growing Economy Current Proposed Goal The city’s diverse economy generates high- quality, stable jobs that strengthen the sales and property tax base and contribute to an exceptional quality of life. Objectives The city’s annual taxable value increases. The city’s annual sales tax receipts increase. The number of high-paying, full-time private sector jobs increases. Adequate, serviceable land is available for economic development opportunities. Opportunities are available for starting and operating businesses. Actions The city will support, expand and diversify a consumer-oriented economy. The city will protect major economic assets from incompatible encroachments. The city will support efforts to expand and enhance broadband services. The city will support diverse, business-to- business services. The city will expand and diversify efforts that focus on job growth. The city will plan and invest in infrastructure, facilities, services, personnel and equipment needed to meet projected needs and opportunities. The city will maintain comparable utility rates. The city will ensure that business impacts are considered in the development of regulations and standards. The city will protect properties from crime and property damage. The city will ensure adequate, serviceable land is available for economic needs. The city will maintain relationships with local and regional economic partners. Goal The city’s diverse economy generates high- quality, stable jobs that strengthen the sales and property tax base and contribute to an exceptional quality of life. Objectives The city’s annual taxable value increases. The city’s annual sales tax receipts increase. The number of high-paying, full-time private sector jobs increases. Adequate, serviceable land is available for economic development opportunities. Opportunities are available for starting and operating businesses. Actions The city will support, expand, and diversify a consumer-oriented economy. The city will protect major economic assets from incompatible encroachments. The city will support efforts to expand and enhance broadband internet services. The city will support diverse, business-to- business services. The city will expand and diversify efforts that focus on job growth. The city will plan and invest in infrastructure, facilities, services, personnel and equipment needed to meet projected needs and opportunities. The city will maintain comparable utility rates. The city will ensure that business impacts are considered in the development of regulations and standards. The city will protect properties from crime and property damage. The city will ensure adequate, serviceable land is available for economic needs. The city will maintain relationships with local and regional economic partners. The city will promote the College Station Page 262 of 279 brand through business recruitment and destination marketing efforts. The city will continue to develop and promote signature events, features, and venues for residents and visitors. Improving Mobility Current Proposed Goal The city has a safe, efficient, sustainable and well- connected multimodal and innovative transportation system that contributes to a high quality of life and is sensitive to surrounding uses. Objectives The city increases the number of safe and complete ways to travel in town. The city increases the enforcement of traffic offenses in an effort to decrease vehicle accidents. City streets are not heavily congested for extended periods of time. City streets, sidewalks, bike lanes, and multi- modal paths are well-maintained and free of hazards. Actions The city will provide streets that accommodate vehicles, bicyclists and pedestrians. The city will ensure that streets have features that promote pedestrian safety. The city will seek transit opportunities through partnerships. The city will provide for land uses that support multimodal opportunities. The city will plan for infrastructure that meets projected growth and development. The city will seek federal and state funds to construct facilities. The city will make investments to help avoid long periods of traffic congestion. The city will promote a well-connected system of residential streets and collector Goal The city has a safe, efficient, sustainable and well- connected multimodal and innovative transportation system that contributes to a high quality of life and is sensitive to surrounding uses. Objectives The city increases the number of safe and complete ways to travel in town. The city increases the enforcement of traffic offenses in an effort to decrease vehicle accidents. City streets are not heavily congested for extended periods of time. City streets, sidewalks, bike lanes, and multi- modal paths are well-maintained and free of hazards. Actions The city will provide streets that accommodate vehicles, bicyclists and pedestrians. The city will ensure that streets have features that promote pedestrian and bicycle safety. The city will seek transit opportunities through partnerships. The city will provide for land uses that support multimodal opportunities. The city will plan for infrastructure that meets projected growth and development. The city will seek federal and state funds to construct facilities. The city will make investments to help avoid long periods of traffic congestion. The city will promote a well-connected system of residential streets and collector Page 263 of 279 avenues to ease the strain on expensive arterial boulevards. The city will identify and fund a multi-year capital improvements program. The city will maintain and rehabilitate the system to avoid costly replacement. The city will maximize the system’s efficiency, including intersection improvements, traffic signal timing and signage. avenues to ease the strain on expensive arterial boulevards. The city will identify and fund a multi-year capital improvements program. The city will maintain and rehabilitate the system to avoid costly replacement. The city will maximize the system’s efficiency, including intersection improvements, traffic signal timing and signage. Sustainable City Current Proposed Goal The city’s conservation and environmental awareness is fiscally responsible and results in a real and tangible return on investment. Objectives The city purchases power from renewable energy sources. The city reduces energy and water consumption. The city reduces the volume of waste generated. The city uses land efficiently. The city protects vulnerable environmental features. The city reduces the risk associated with flooding and other natural hazards. Actions The city will enhance its conservation and recycling efforts. The city will purchase renewable energy. The city will protect its potable water supply and its ability to meet projected demands. The city will conduct sound land use planning guided by its Comprehensive Plan. The city will increase participation in FEMA’s Community Rating System program. The city will acquire flood-prone areas and their associated riparian areas through its Greenway Acquisition program. The city will seek grants and other sources of outside funding to support its sustainability Goal The city’s conservation and environmental awareness is fiscally responsible and results in a real and tangible return on investment. Objectives The city purchases power from renewable energy sources. The city reduces energy and water consumption. The city reduces the volume of waste generated. The city uses land efficiently. The city protects vulnerable environmental features. The city reduces the risk associated with flooding and other natural hazards. Actions The city will enhance its conservation and recycling efforts. The city will purchase renewable energy. The city will protect its potable water supply and its ability to meet projected demands. The city will conduct sound land use planning guided by its Comprehensive Plan. The city will increase participation in FEMA’s Community Rating System program. The city will acquire flood-prone areas and their associated riparian areas through its Greenway Acquisition program. The city will seek grants and other sources of outside funding to support its sustainability Page 264 of 279 efforts. The city will encourage education about city conservation efforts and programs. efforts. The city will encourage education about city conservation efforts and programs. The city will invest in co-production in service delivery where applicable. The city will identify strategies to utilize publicly owned land for future investments. Page 265 of 279 May 13, 2021 Item No. 9.5. Ordinance Extending Mayoral Renewal of Disaster Declaration Sponsor:Bryan Woods, City Manager Reviewed By CBC:City Council Agenda Caption:Presentation, discussion, and possible action regarding an ordinance consenting to and extending the Mayor's renewal of a disaster declaration due to public health emergency. Relationship to Strategic Goals: Good Governance Recommendation(s): Staff recommend that Council adopt the ordinance. Summary: On March 17, 2020, the Mayor of College Station issued a proclamation declaring a state of disaster for the City of College Station resulting from the threat of a public health emergency resulting from coronavirus disease 2019, now designated SARSCoV2, (COVID-19). On March 18, 2020, the Mayor of College Station issued an order closing all bars, limiting restaurants to only take-out, drive-through, or delivery services and amended the declaration to limit gatherings to less than ten (10) people in the best interest of the public health, safety and welfare to protect life in College Station in response to COVID-19. On March 23, 2020, the College Station City Council adopted an Extension of Disaster Ordinance with Ordinance No. 2020-4164 extending the March 17, 2020, Disaster Declaration and extending the Mayor’s Order of March 18, 2020. On March 23, 2020, the Mayor of College Station issued a Second Mayoral Order mandating the citizens of College Station to shelter in place until Tuesday, April 7, 2020. On March 30, 2020, the College Station City Council adopted an ordinance consenting and approving the Second Mayoral Order. On April 21, 2020, the Mayor of College Station issued a renewal to the Disaster Declaration. On April 23, 2020, the College Station City Council consented with Ordinance 2020-4169 to the Mayor’s April 21, 2020, Disaster Declaration Renewal. On May 22, 2020, the Mayor of College Station issued a renewal to the Disaster Declaration. On May 28, 2020, the College Station City Council consented with Ordinance 2020-4181 to the Mayor’s May 22, 2020, Disaster Declaration Renewal. On June 22, 2020, the Mayor of College Station issued a renewal to the Disaster Declaration. On June 25, 2020, the College Station City Council consented with Ordinance 2020-4195 to the Mayor’s June 22, 2020, Disaster Declaration Renewal. On June 25, 2020, the Mayor of College Station issued a Third Mayoral Order mandating face Page 266 of 279 coverings for commercial entities until Friday, July 10, 2020. On July 9, 2020, the College Station City Council consented with Ordinance No. 2020-4197 to the Third Mayoral Order of June 25, 2020, mandating commercial entities to require face coverings. On July 22, 2020, the Mayor of College Station issued a renewal to the Disaster Declaration. On July 23, 2020, the College Station City Council consented with Ordinance 2020-4203 to the Mayor’s July 22, 2020, Disaster Declaration Renewal. On August 13, 2020, the Mayor of College Station issued a Fourth Mayoral Order delegating authority to the Texas A&M University President to approve gatherings over 10 people on state lands and facilities it owns or controls. On August 21, 2020, the Mayor of College Station issued a renewal to the Disaster Declaration. On August 27, 2020, the College Station City Council consented with Ordinance 2020-4209 to the Mayor’s August 21, 2020, Disaster Declaration Renewal. On September 21, 2020, the Mayor of College Station issued a renewal to the Disaster Declaration. On September 24, 2020, the College Station City Council consented with Ordinance 2020-4211 to the Mayor’s September 21, 2020, Disaster Declaration Renewal. On October 20, 2020, the Mayor of College Station issued a renewal to the Disaster Declaration. On October 22, 2020, the College Station City Council consented with Ordinance 2020-4220 to the Mayor’s October 20, 2020, Disaster Declaration Renewal. On November 20, 2020, the Mayor of College Station issued a renewal to the Disaster Declaration. On November 23, 2020, the College Station City Council consented with Ordinance 2020-4226 to the Mayor’s November 20, 2020, Disaster Declaration Renewal. On December 7, 2020, the Mayor of College Station issued a renewal to the Disaster Declaration. On December 10, 2020, the College Station City Council consented with Ordinance 2020-4231 to the Mayor’s December 7, 2020, Disaster Declaration Renewal. On January 8, 2021, the Mayor of College Station issued a renewal to the Disaster Declaration. On January 14, 2021, the College Station City Council consented with Ordinance 2021-4239 to the Mayor’s January 8, 2021, Disaster Declaration Renewal. On February 8, 2021, the Mayor of College Station issued a renewal to the Disaster Declaration. On February 11, 2021, the College Station City Council consented with Ordinance 2021-4240 to the Mayor’s February 8, 2021, Disaster Declaration Renewal. On March 8, 2021, the Mayor of College Station issued a renewal to the Disaster Declaration. On March 11, 2021, the College Station City Council consented with Ordinance 2021-4246 to the Mayor’s March 8, 2021, Disaster Declaration Renewal. On April 6, 2021, the Mayor of College Station issued a renewal to the Disaster Declaration. On April 8, 2021, the College Station City Council consented with Ordinance 2021-4258 to the Mayor’s April Page 267 of 279 6, 2021, Disaster Declaration Renewal. On May 7, 2021, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, September 21, 2020, October 20, 2020, November 20, 2020, December 7, 2020, January 8, 2021, February 8, 2021, March 8, 2021, and April 6, 2021. The conditions necessitating the declaration of a state of disaster and mayoral orders continue to exist. The Council needs to consent to and approve the Mayor's Disaster Declaration renewal. Budget & Financial Summary: N/A Attachments: 1.May 13 Disaster Declartion Renewal Ordinance Page 268 of 279 ORDINANCE NO.__________ DISASTER DECLARATION RENEWAL AND EXTENSION ORDINANCE WHEREAS, on March 17, 2020, the Mayor of College Station issued a proclamation declaring a state of disaster for the City of College Station resulting from the threat of a public health emergency resulting from coronavirus disease 2019, now designated SARS-CoV2, (COVID-19); and WHEREAS, on March 18, 2020, the Mayor of College Station issued an order closing all bars, limiting restaurants to only take-out, drive-through, or delivery services and amended the declaration to limit gatherings to less than ten (10) people in the best interest of the public health, safety and welfare to protect life in College Station in response to COVID-19; and WHEREAS, on March 23, 2020, the College Station City Council adopted an Extension of Disaster Ordinance with Ordinance No. 2020-4164 extending the March 17, 2020, Disaster Declaration and extending the Mayor’s Order of March 18, 2020; and WHEREAS, on March 23, 2020, the Mayor of College Station issued a Second Mayoral Order mandating the citizens of College Station to shelter in place until Tuesday, April 7, 2020; and WHEREAS, on March 30, 2020, the College Station City Council consented with Ordinance No. 2020-4166 to the Second Mayoral Order of March 23, 2020, mandating the citizens of College Station to shelter in place until Tuesday, April 7, 2020; and WHEREAS, on April 21, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, the order and amended disaster declaration proclaimed by the Mayor on March 18, 2020, both consented to and extended by the City Council on March 23P , P2020, in Ordinance No. 2020-4164; and WHEREAS, on April 23, 2020, the College Station City Council consented with Ordinance 2020- 4169 to the Mayor’s April 21, 2020, Disaster Declaration Renewal; and WHEREAS, on May 22, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, and April 21, 2020; and WHEREAS, on May 28, 2020, the College Station City Council consented with Ordinance 2020- 4181 to the Mayor’s May 22, 2020, Disaster Declaration Renewal; and WHEREAS, on June 22, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, and May 22, 2020; and Page 269 of 279 Ordinance No Page 2 of 5 WHEREAS, on June 25, 2020, the College Station City Council consented with Ordinance 2020- 4195 to the June 22, 2020, Disaster Declaration Renewal; and WHEREAS, on June 25, 2020, the Mayor of College Station issued a Third Mayoral Order mandating commercial entities to require face coverings from: 6:00 A.M., Monday, June 29, 2020, and ending at 11:59 P.M., Friday, July 10, 2020; and WHEREAS, on July 9, 2020, the College Station City Council consented with Ordinance No. 2020-4197 to the Third Mayoral Order of June 25, 2020, mandating commercial entities to require face coverings; and WHEREAS, on July 22, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, and June 22, 2020; and WHEREAS, on July 23, 2020, the College Station City Council consented with Ordinance 2020- 4203 to the June 22, 2020, Disaster Declaration Renewal; and WHEREAS, on August 13, 2020, the Mayor of College Station issued a Fourth Mayoral Order delegating authority to the Texas A&M University President to approve gatherings over 10 people on state lands and facilities it owns or controls; and WHEREAS, on August 21, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, and July 22, 2020; and WHEREAS, on August 27, 2020, the College Station City Council consented with Ordinance 2020-4209 to the June 22, 2020, Disaster Declaration Renewal; and WHEREAS, on September 21, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020 and August 21, 2020; and WHEREAS, on September 24, 2020, the College Station City Council consented with Ordinance 2020-4211 to the September 21, 2020, Disaster Declaration Renewal; and WHEREAS, on October 20, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020; and September 21, 2020, and WHEREAS, on October 22, 2020, the College Station City Council consented with Ordinance 2020-4220 to the October 20, 2020, Disaster Declaration Renewal; and Page 270 of 279 Ordinance No Page 3 of 5 WHEREAS, on November 20, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, September 21, 2020, and October 20, 2020, and WHEREAS, on November 23, 2020, the College Station City Council consented with Ordinance 2020-4226 to the November 20, 2020, Disaster Declaration Renewal; and WHEREAS, on December 7, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, September 21, 2020, October 20, 2020, and November 20, 2020, and WHEREAS, on December 10, 2020, the College Station City Council consented with Ordinance 2020-4231 to the November 20, 2020, Disaster Declaration Renewal; and WHEREAS, on January 8, 2021, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, September 21, 2020, October 20, 2020, November 20, 2020 and December 7, 2020, and WHEREAS, on January 14, 2021, the College Station City Council consented with Ordinance 2021-4239 to the January 8, 2021, Disaster Declaration Renewal; and WHEREAS, on February 8, 2021, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, September 21, 2020, October 20, 2020, November 20, 2020, December 7, 2020, and January 8, 2021, and WHEREAS, on February 11, 2021, the College Station City Council consented with Ordinance 2021-4240 to the February 8, 2021, Disaster Declaration Renewal; and WHEREAS, on March 8, 2021, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, September 21, 2020, October 20, 2020, November 20, 2020, December 7, 2020, January 8, 2021, and February 8, 2021, and WHEREAS, on March 11, 2021, the College Station City Council consented with Ordinance 2021-4246 to the March 8, 2021, Disaster Declaration Renewal; and WHEREAS, on April 6, 2021, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, Page 271 of 279 Ordinance No Page 4 of 5 September 21, 2020, October 20, 2020, November 20, 2020, December 7, 2020, January 8, 2021, February 8, 2021, and March 8, 2021, and WHEREAS, on April 8, 2021, the College Station City Council consented with Ordinance 2021- 4258 to the April 6, 2021, Disaster Declaration Renewal; and WHEREAS, on May 7, 2021, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, September 21, 2020, October 20, 2020, November 20, 2020, December 7, 2020, January 8, 2021, February 8, 2021, March 8, 2021, and April 6, 2021 and WHEREAS, said state of disaster requires that certain emergency measures be taken pursuant to the Texas Government Code, Chapter 418; and the following regulations shall take effect immediately upon issuance, and shall remain in effect until the state of disaster is terminated or as stated below; and WHEREAS, the conditions necessitating declaration of a state of disaster and mayoral orders continue to exist; and WHEREAS, said state of disaster requires that certain emergency measures be taken pursuant to the Texas Government Code, Chapter 418; and the following regulations shall take effect immediately upon issuance, and shall remain in effect until the state of disaster is terminated or as stated below; and NOW THEREFORE, BE IT ORDERED BY THE CITY COUNCIL OF COLLEGE STATION: 1. That the state of disaster renewal proclaimed by the Mayor on May 7, 2021, as set out in Exhibit A is consented to and extended by the College Station City Council and shall continue until terminated by the College Station City Council. 2. This Ordinance is passed as an emergency measure and pursuant to local authority for emergency measures and shall become effective on the 13P th P day of May, 2021. PASSED AND ADOPTED, this 13th P day of May, 2021. APPROVED: ATTEST: ___________________ ___________________ Mayor City Secretary APPROVED: ___________________ City Attorney Page 272 of 279 Ordinance No Page 5 of 5 EXHIBIT A DISASTER RENEWAL PROCLAIMED BY THE MAYOR ON MAY 7, 2021 Page 273 of 279 DECLARATION OF DISASTER RENEWAL WHEREAS, on March 17, 2020, the Mayor of College Station issued a proclamation declaring a state of disaster for the City of College Station resulting from the threat of a public health emergency resulting from coronavirus disease 2019, now designated SARS-CoV2, (COVID-19); and WHEREAS, on March 18, 2020, the Mayor of College Station issued an order closing all bars, limiting restaurants to only take-out, drive-through, or delivery services and amended the declaration to limit gatherings to less than ten (10) people in the best interest of the public health, safety and welfare to protect life in College Station in response to COVID-19; and WHEREAS, on March 23, 2020, the College Station City Council adopted an Extension of Disaster Ordinance with Ordinance No. 2020-4164 extending the March 17, 2020, Disaster Declaration and extending the Mayor’s Order of March 18, 2020; and WHEREAS, on March 23, 2020, the Mayor of College Station issued a Second Mayoral Order mandating the citizens of College Station to shelter in place until Tuesday, April 7, 2020; and WHEREAS, on March 30, 2020, the College Station City Council consented with Ordinance No. 2020-4166 to the Second Mayoral Order of March 23, 2020, mandating the citizens of College Station to shelter in place until Tuesday, April 7, 2020; and WHEREAS, on April 21, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, the order and amended disaster declaration proclaimed by the Mayor on March 18, 2020, both consented to and extended by the City Council on March 23, 2020, in Ordinance No. 2020-4164; and WHEREAS, on April 23, 2020, the College Station City Council consented with Ordinance 2020- 4169 to the Mayor’s April 21, 2020, Disaster Declaration Renewal; and WHEREAS, on May 22, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, and April 21, 2020; and WHEREAS, on May 28, 2020, the College Station City Council consented with Ordinance 2020- 4181 to the Mayor’s May 22, 2020, Disaster Declaration Renewal; and WHEREAS, on June 22, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, and May 22, 2020; and Page 274 of 279 Disaster Declaration Renewal Page 2 of 5 COVID-19 WHEREAS, on June 25, 2020, the College Station City Council consented with Ordinance 2020- 4195 to the June 22, 2020, Disaster Declaration Renewal; and WHEREAS, on June 25, 2020, the Mayor of College Station issued a Third Mayoral Order mandating commercial entities to require face coverings from: 6:00 A.M., Monday, June 29, 2020, and ending at 11:59 P.M., Friday, July 10, 2020; and WHEREAS, on July 9, 2020, the College Station City Council consented with Ordinance No. 2020-4197 to the Third Mayoral Order of June 25, 2020, mandating commercial entities to require face coverings; and WHEREAS, on July 22, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, and June 22, 2020; and WHEREAS, on July 23, 2020, the College Station City Council consented with Ordinance 2020- 4203 to the July 22, 2020, Disaster Declaration Renewal; and WHEREAS, on August 13, 2020, the Mayor of College Station issued a Fourth Mayoral Order delegating authority to the Texas A&M University President to approve gatherings over 10 people on state lands and facilities it owns or controls; and WHEREAS, on August 21, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020; and July 22, 2020, and WHEREAS, on August 27, 2020, the College Station City Council consented with Ordinance 2020-4209 to the August 21, 2020, Disaster Declaration Renewal; and WHEREAS, on September 21, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020; July 22, 2020, and August 21, 2020, and WHEREAS, on September 24, 2020, the College Station City Council consented with Ordinance 2020-4211 to the September 21, 2020, Disaster Declaration Renewal; and WHEREAS, on October 20, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, and September 21, 2020, and WHEREAS, on October 22, 2020, the College Station City Council consented with Ordinance 2020-4220 to the October 20, 2020, Disaster Declaration Renewal; and Page 275 of 279 Disaster Declaration Renewal Page 3 of 5 COVID-19 WHEREAS, on November 20, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, September 21, 2020, and October 20, 2020, and WHEREAS, on November 23, 2020, the College Station City Council consented with Ordinance 2020-4226 to the November 20, 2020, Disaster Declaration Renewal; and WHEREAS, on December 7, 2020, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020; July 22, 2020, August 21, 2020, September 21, 2020, and October 20, 2020, and November 20, 2020, and WHEREAS, on December 10, 2020, the College Station City Council consented with Ordinance 2020-4231 to the December 7, 2020, Disaster Declaration Renewal; and WHEREAS, on January 8, 2021, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, September 21, 2020, and October 20, 2020, November 20, 2020, and December 7, 2020, and WHEREAS, on January 14, 2021, the College Station City Council consented with Ordinance 2021-4239 to the January 8, 2021, Disaster Declaration Renewal; and WHEREAS, on February 8, 2021, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, September 21, 2020, and October 20, 2020, November 20, 2020, December 7, 2020, and January 8, 2021, and WHEREAS, on February 11, 2021, the College Station City Council consented with Ordinance 2021-4240 to the February 8, 2021, Disaster Declaration Renewal; and WHEREAS, on March 8, 2021, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, September 21, 2020, and October 20, 2020, November 20, 2020, December 7, 2020, January 8, 2021, and February 8, 2021, and WHEREAS, on March 11, 2021, the College Station City Council consented with Ordinance 2021-4246 to the March 8, 2021, Disaster Declaration Renewal; and WHEREAS, on April 6, 2021, the Mayor of College Station issued a proclamation pursuant to §418.014 of the Texas Government Code renewing the state of disaster proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, Page 276 of 279 Disaster Declaration Renewal Page 4 of 5 COVID-19 September 21, 2020, and October 20, 2020, November 20, 2020, December 7, 2020, January 8, 2021, February 8, 2021, and March 8, 2021and WHEREAS, on April 8, 2021, the College Station City Council consented with Ordinance 2021- 4258 to the April 6, 2021, Disaster Declaration Renewal; and WHEREAS, said state of disaster requires that certain emergency measures be taken pursuant to the Texas Government Code, Chapter 418; and the following regulations shall take effect immediately upon issuance, and shall remain in effect until the state of disaster is terminated or as stated below; and WHEREAS, the conditions necessitating declaration of a state of disaster and mayoral orders continue to exist; and WHEREAS, said state of disaster requires that certain emergency measures be taken pursuant to the Texas Government Code, Chapter 418; and the following regulations shall take effect immediately upon issuance, and shall remain in effect until the state of disaster is terminated or as stated below; and NOW, THEREFORE, BE IT PROCLAIMED BY THE MAYOR OF THE CITY OF COLLEGE STATION: 1. Pursuant to §418.014 of the Texas Government Code the state of disaster is hereby renewed as proclaimed by the Mayor on March 17, 2020, April 21, 2020, May 22, 2020, June 22, 2020, July 22, 2020, August 21, 2020, September 21, 2020, October 20, 2020, November 20, 2020 December 7, 2020, January 8, 2021, February 8, 2021, March 8, 2021, and April 6, 2021 are renewed, until terminated by the College Station City Council. 2. Pursuant to §418.108(b) of the Texas Government Code, the state of disaster shall continue for a period of not more than seven days from the date of this declaration, unless continued or renewed by the City Council of College Station. 3. Pursuant to §418.108(c) of the Texas Government Code, this declaration of a local state of disaster shall be given prompt and general publicity and shall be filed promptly with the City Secretary. 4. That this proclamation shall take effect on May 7, 2021. Page 277 of 279 Disaster Declaration Renewal Page 5 of 5 COVID-19 DECLARED this 7th day of May, 2021. APPROVED: ATTEST: ___________________ ___________________ Mayor City Secretary APPROVED: ___________________ City Attorney Page 278 of 279 May 13, 2021 Item No. 11.1. Council Reports on Committees, Boards, and Commissions Sponsor:City Council Reviewed By CBC:City Council Agenda Caption:A Council Member may make a report regarding meetings of City Council boards and commissions or meetings of boards and committees on which a Council Member serves as a representative that have met since the last council meeting. (Committees listed in Coversheet) Relationship to Strategic Goals: Good Governance Recommendation(s): Review meetings attended. Summary: Animal Shelter Board, Arts Council of Brazos Valley, Architectural Advisory Committee, Audit Committee, Bicycle, Pedestrian, and Greenways Advisory Board, Bio-Corridor Board of Adjustments, Brazos County Health Dept., Brazos Valley Council of Governments, Brazos Valley Economic Development Corporation, Bryan/College Station Chamber of Commerce, Budget and Finance Committee, BVSWMA, BVWACS, Census Committee Group, Compensation and Benefits Committee, Experience Bryan-College Station, Design Review Board, Economic Development Committee, Gulf Coast Strategic Highway Coalition, Historic Preservation Committee, Interfaith Dialogue Association, Intergovernmental Committee, Joint Relief Funding Review Committee, Landmark Commission, Library Board, Metropolitan Planning Organization, Operation Restart, Parks and Recreation Board, Planning and Zoning Commission, Research Valley Technology Council, Regional Transportation Committee for Council of Governments, Sister Cities Association, Spring Creek Local Government Corporation, Transportation and Mobility Committee, TAMU Student Senate, Texas Municipal League, Walk with the Mayor, YMCA, Zoning Board of Adjustments. (Notice of Agendas posted on City Hall bulletin board.) Budget & Financial Summary: None. Attachments: None Page 279 of 279